Andrew Zhang: Making a Significant Impact in the Legal Landscape

Andrew (Xinyang) Zhang is the managing partner at Commerce & Finance Law Offices. Currently based in China, he specializes in capital markets, mergers and acquisitions, as well as private equity. Mr. Zhang is a top-class dealmaker with strong capabilities to provide unique perspectives and market insights in multiple regions.

As a leading lawyer in China, he is also equipped with local in-depth, extensive experience combined with global vision, providing full-service, multi-jurisdiction, comprehensive, one-stop legal service and the best and most solid commercial solutions to meet the diverse needs of domestic and global clients in the fields of capital markets, M&A, and private equity. Based on his solid and extensive professional knowledge as well as commercial insights, Mr. Zhang is widely recognized by clients and has an outstanding track record and stellar reputation, with continuous praise from clients as well as prestigious legal accolades and awards. Mr. Zhang has represented both Chinese and international companies in a variety of transactions and represents several well-known investment institutions.

Mr. Zhang has extensive experience handling legal as well as commercial issues relating to a wide variety of business activities, and he is committed to delivering the best and most effective solutions to help clients achieve their business objectives and succeed in today’s complex global marketplace.

Academic Background and Professional Experience

Mr. Zhang embarked on his legal journey in 2007, following his exceptional academic achievements at the Chinese Academy of Social Sciences. Driven by his passion for philosophy and law, he decided to immerse himself in the field of law. During his academic years, he studied legal theory and explored the philosophical ideas behind the law. After graduating, Mr. Zhang did not settle for merely theoretical knowledge; instead, he combined theory with practice and entered the practical world of law.

Mr. Zhang joined the Commerce & Finance Law Offices 17 years ago, and through his exceptional professional skills and relentless efforts, he was proudly promoted to partner in 2012. He now serves as the managing partner of the firm, leveraging his outstanding leadership and extensive management experience. In the realms of capital markets, mergers and acquisitions, and private equity, Mr. Zhang has gained practical experience through his involvement in handling various cases.

The Biggest Influences on Mr. Zhang’s Career

The deepest realization Mr. Zhang has had as a lawyer is the need for a high degree of creativity. This includes understanding clients’ business needs and solving their problems in innovative ways. For instance, one of his clients, a leading financial institution in China’s new economy, faced a unique legal challenge. They needed to construct a contractual control structure for their RMB fund business during their Hong Kong listing process. This was the first time in the history of the Hong Kong Stock Exchange that an RMB fund business needed such a structure, presenting numerous unprecedented issues regarding compliance with regulatory guidelines.

There were no past cases to refer to. In response, Mr. Zhang fully combined the business model characteristics of the client’s RMB fund business. Through his creative approach, he resolved several issues related to constructing a contractual control structure. This not only addressed the client’s immediate needs but went on to set a precedent for how Chinese RMB fund business companies can list overseas in the future.

Key Reasons that Make Capital Markets the Most Challenging

In the last three years, China has strengthened its regulations on overseas listings and data compliance. According to Mr. Zhang, there are three major challenges:

First, China has intensified its supervision of anti-monopoly in the internet economy industry, which will change the business model of those internet giants and other companies in this industry.

For example, abuse of market dominance and exclusive dealing behaviors have been constrained, thus the market is more open to all different kinds of competitors, and the behaviors that may harm fair competition will be reassessed from a regulatory perspective.

Second, great emphasis has been placed on data protection and compliance, especially the protection of personal information and other privacy-related matters. China has enhanced its supervision and control over data exports. In the realm of the capital market, the Cyberspace Administration of China and other regulatory departments in the PRC have formulated certain laws and regulations that have a significant impact on overseas listings.

Third, companies intending to list overseas shall file with the China Securities Regulatory Commission for their overseas listing before going public, further increasing the cost of listing and the difficulty of going public.

Mr. Zhang’s Take on the Latest Industry Trends

Many enterprises in the new economy sectors (including TMT, artificial intelligence, big data, etc.) experience rapid business development from the beginning of their inception, with business models evolving continuously. Companies often face regulatory uncertainties and gaps in the regulatory framework. Under these circumstances, lawyers need to have a profound understanding of and integrate their clients’ business models while also possessing extensive practical experience with existing laws and regulations from regulatory bodies and the industry. They must use creative thinking and forward-looking perspectives to anticipate various potential legal risks and strategies, providing clients with business solutions that are practical and future-oriented.

The Impact of Technological Advancements 

For some foundational legal tasks such as drafting basic legal contracts, intellectual property statements, and legal due diligence, legal tech companies may have become de facto competitors due to their lower costs and higher efficiency advantages. However, within a foreseeable period, for high-end legal services that require foresight, highly personalized needs, tailor-made solutions, and rich legal practical experience and judgment, such as mergers and acquisitions, IPOs, and litigation, professional lawyers are still needed. In these areas, legal tech companies are not competitors in the short term.

The Major Challenges of China’s Legal Industry

China’s economy and non-litigation lawyers have a relationship akin to water and fish. Non-litigation lawyers have grown and risen alongside the takeoff and development of China’s economy; as the water swells, so does the fish. With the elevation of China’s economic status in the world, the position of non-litigation lawyers in the legal profession is also gradually improving, and their development is becoming increasingly robust.

PRC lawyers are currently facing an excellent historical opportunity. As mentioned earlier, the relationship between PRC lawyers and China’s economy is such that the status of China’s economy in the world is steadily rising. We can reasonably anticipate that for a considerable period, China’s economy will continue to maintain growth and a leading position. Therefore, PRC lawyers can also continue to expand along with the growth of China’s economy for a long time. In addition, many Chinese enterprises have already taken the lead in the world, and there are already many large companies with influence and a leading position on a global scale, such as Tencent, Alibaba, ByteDance, etc. Therefore, PRC lawyers will also step into the global arena, following in the footsteps of these companies, and will inevitably have greater influence and status worldwide in the future.

Words of Wisdom

With 17+ years of expertise and in-depth knowledge in law, Mr. Zhang advises young legal professionals “Keep an eye on the dynamics of their clients and the industries in which they operate, striving to provide the best forward-looking insights for their clients and to safeguard the interests of clients.”