CASE STUDY

Siwoo Law Firm advised a Korean outdoor and camping goods business on establishing a 50:50 joint venture with a local partner in China. The venture was intended to develop online sales in the Chinese market.

Turning the commercial agreement into operating terms

The team prepared and revised a bilingual Korean–Chinese term sheet and joint venture agreement, and supported negotiations in Xiamen. The documents addressed ownership transfers, rights of first refusal, drag-along rights and oversight between the board and management, with the parties’ equal ownership structure in view.

The agreement also defined the venture’s exclusive rights to sell the parties’ products through the Chinese online market and its rights to use trademarks and content. These provisions connected the ownership arrangement with the business the venture was being formed to operate.

Incorporation, investment documentation and later changes

Siwoo prepared bilingual articles of association and incorporation documents, responded to registration comments, and assisted with the Korean outbound direct investment filing through a domestic bank. When the ownership structure subsequently changed, the team prepared the share purchase agreement and related amendments to the articles and registration documents.

Scope of the engagement

The engagement extended from initial negotiations through incorporation and subsequent ownership changes. It illustrates the coordination needed between the joint venture agreement, local company documents and the Korean investor’s outbound investment paperwork.

Matter contacts: Seung-Ho Ryu · Claire Jeon

China Practice & Cross-border Transactions · Corporate Law & Advisory

Original case summary (Chinese)
This case summary describes a particular engagement and is not legal advice for another transaction.