Paul Hastings Advises Sino-Ocean Land On General Offer To Acquire Shares In Hong Kong-Listed Company

July 20, 2010

Hong Kong (July 20, 2010) Paul, Hastings, Janofsky & Walker, a leading global law firm, announced today that it has advised Sino-Ocean Land Holdings Ltd. (Sino-Ocean Land), one of the largest real estate companies in Beijing and a publicly listed company on the Main Board of The Hong Kong Stock Exchange (HKSE) (Stock Code: 3377) in relation to its intended acquisition of an approximately 69.02% stake in Kee Shing (Holdings) Ltd. (Kee Shing), a company also listed on the Main Board of the HKSE (Stock Code: 174).

Under the terms of the agreement, Kee Shing will concentrate on its property and securities investment businesses after the acquisition, and will change its name to Gemini Property Investments. Upon completion of the acquisition, Sino-Ocean Land will be required under the Hong Kong Takeovers Code to make an unconditional mandatory cash offer to independent shareholders of Kee Shing to acquire all the issued shares of the company (other than those already held or agreed to be acquired by Sino-Ocean Land).

Paul Hastings has significant expertise in advising on complex general offers to acquire shares in Hong Kong listed companies. Earlier this year, the firm advised China Overseas Land and Investment Limited (Stock Code: 688) in its general offer for Shell Electric Mfg. (Holdings) Company Limited (Stock Code: 81). Both companies were listed on the Main Board of the HKSE and the US$195 million general offer and acquisition involved large-scale restructurings including highly complicated legal and regulatory issues under the Hong Kong Listing Rules and the Hong Kong Takeovers Code.

Raymond Li, chair of the firms Greater China practice in Hong Kong, commented: This is another general offer that Paul Hastings has advised on in Hong Kong this year, demonstrating the firms expertise in advising on complex public M&A deals. We see this as a continuing trend in the market and the firm is well-placed to advise on future transactions.

The Paul Hastings team was led by Raymond Li and of counsel Jenny Lau, assisted by associates Celia Chau, Ling Ling and Cerin Yip.

Paul, Hastings, Janofsky & Walker is a leading global law firm with offices in Asia, Europe, and the United States. We provide innovative legal solutions to financial institutions and Fortune 500 companies. Please visit www.paulhastings.com for more information.