On June 25, 2010, Zhonghang Electronic Measuring Instruments Co., Ltd (ZEMIC) obtained approval from the China Securities Regulatory Commission to launch an IPO and get listed on the GEM Board of the Shenzhen Stock Exchange. The company plans to issue 20 million shares. JiaYuan Law Firm acted as Legal adviser to the issuer and provided comprehensive legal services for the company.

      Zhonghang Electronic Measuring Instruments Co., Ltd is the biggest weighing apparatus components manufacturer nationwide, and one of the biggest strain gages and load cells suppliers in the world.

      On April 28, 2010, Jihua Group Corporation Limited (“Jihua Group”) obtained approval from the China Securities Regulatory Commission to launch an IPO.

      Jihua Group plans to raise about CNY 330 million by issuing up to 115.7 million shares to the public and will list its shares on Shanghai Stock Exchange. Jihua Group's main business covers quilts, uniforms, shoes, protective equipments, and textile printing and dyeing. It is a key supplier of bedding-clothing for Chinese army.

      UBS Securities acted as the Sponsor and the Lead Underwriter for Jihua Group's IPO and Jia Yuan acted as the Adviser to Issuer in this IPO.

      On February 9, 2010, China First Heavy Industries Co. Ltd ( CFHI, 601106.SH) was successfully listed on the Shanghai Stock Exchange, raising about RMB11.4 billion for 200 million shares.

      CFHI is one of state-owned key enterprises concerned with national security and economy. It is China's largest heavy industries manufacturing enterprise, China's biggest metallurgical equipment manufacturer, China's largest nuclear power equipment and forgings manufacturing enterprise and one of the leading enterprises in castings and forgings equipment industry worldwide.

      Jia Yuan advised CFHI on PRC law.

On December 10, 2009, China Longyuan Power Group Corporation Limited ( China Longyuan, 00916.HK ) was successfully listed on the main board of Hong Kong Stock Exchange. The global offering of China Longyuan comprised a total of 2.1 billion H shares and has raised gross proceeds of approximately HK$17.5 billion, or HK$20.1 billion upon the full exercise of the overallotment option. This IPO is by far the eighth largest worldwide this year and the world's third largest alternative energy initial public offering since 1999 .

China Longyuan is the China 's biggest wind-power generator, with a 24% domestic market share. It is also No. 1 in Asia Pacific (11% market share) and No. 5 in the world (2.4%) by total installed wind-power capacity as at end-2008. The brand “Longyuan Wind Power” was awarded “The Most Valuable 500 Brands in Asia ” in 2008, reflected the brand's strong market position .

In this deal , Morgan Stanley Asia Limited acted as sole global coordinator and sole sponsor , Morgan Stanley Asia Limited and UBS AG acted as Joint Bookrunners 、 Joint Lead Managers and Joint Financial Advisors. Jia Yuan Law Firm acted as the PRC Legal adviser to the issuer .

On December 3, 2009, China Forestry Holdings Co.,Ltd ( China Forestry, 00930.HK ) was successfully listed on the main board of HongKong Stock Exchange, raising about HKD1.5 billion for 750 million shares.

China Forestry is one of the three largest private forestry plantation operators in China .

Cazenove Asia Ltd.and UBS AG were the Sponsors . Jia Yuan acted as the PRC Legal adviser to sponsors.

On October 15, 2009, China International Travel Service Co., Ltd.(“ CITS ”) (601888.SH) was successfully listed on the Shanghai Stock Exchange, raising about RMB2.6 billion (US$382.3 million) for 220 million A shares.

CITS is one of the largest travel agents in China .

Jia Yuan was issuer 's counsel in this IPO of A shares.

On September 21, 2009, Metallurgical Corporation of China Limited (“ MCC ”) (601618.SH) was successfully listed on the Shanghai Stock Exchange, raising about RMB19 billion (US$2.8 billion) for 3.5 billion A shares; on September 24, 2009, MCC （ 01618.HK ） was successfully listed on the Hong Kong Stock Exchange, raising about HK$18.3 billion for 2.87 billion H shares. The IPO is by far the largest in Hong Kong and the second largest worldwide this year.

MCC, ranking 380th among the 2009 FORTUNE Global 500 companies and 27th among the 2009 China Top 500 companies, is one of the largest construction conglomerates in China and worldwide, operating in construction, resource development, manufacturing, real estate and many other sectors.

Jia Yuan was issuer's PRC counsel in this IPO and dual listing of “A+H” shares.

Jia Yuan advised China Railway Group Co., Ltd. ( 601390.SH )( 00390.HK ) on its issuance of up to RMB12 billion corporate bonds. The issuance was approved by CSRC on September 9, 2009. The issuance will be made in instalments. The first instalment is expected to raise RMB6 billion.

Jia Yuan was issuer's PRC counsel in this issuance.

Jia Yuan advised Changjiang Securities Co., Ltd. (“ CS ”) (000783.SZ) on its allotment of A shares. The allotment, expected to raise RMB4 billion for 502 million A shares, was approved by CSRC on August 28, 2009. In the allotment, existing shareholders are entitled to subscribe for 3 shares for each of 10 existing shares.

Jia Yuan was issuer's counsel in this allotment.

On Aug 21, 2009, Accelink Technologies Co., Ltd (002281.SZ ) was successfully listed on the Small and Medium Enterprise Board of the Shenzhen Stock Exchange.

Accelink is a leading provider of optical components and subsystems. As the biggest supplier of China within the industry, Accelink becomes the first public company to issue stock.

JiaYuan served as issuer’s counsel to Accelink Technologies Co., Ltd.

Jia Yuan advised China Communications Construction Co., Ltd. (“ CCC ”) (01800.HK) on its issuance of up to RMB12 billion corporate bonds. The issuance was approved by CSRC in August 2009. CCC is the second H share company to issue corporate bonds in mainland China , second only to Sinoma (01893.HK).

Jia Yuan was issuer's PRC counsel in this issuance.

On Aug 4,2009, Panzhihua New Steel & Vanadium Co., Ltd. Announced that the asset reorganization plan and group listing deal was completed.

In this deal, Panzhihua New Steel & Vanadium Company Limited purchased Panzhihua Iron & Steel Group Co.'s businesses and assets relating to iron, steel, vanadium and titanium by issuing new shares, and further acquired Chongqing Titanium Industry Co.Ltd of Pangang Group and Pangang Group Sichuan Changcheng Special Steel Co., Ltd. by share swap.

This deal so far is the most complex reorganization case in China 's capital market in terms of its structure, and is widely considered a pioneering and creative advance in the merger of multiple listed companies. Along with other matters, the discussions on dissenting shareholder's demand for fair cash value of shares and how to exercise options separated from convertible bonds will have a long-lasting and significant impact on the perfection of laws and regulations with respect to China 's capital market.

Jia Yuan advised China National Materials Company Limited (“ Sinoma ”) (01893.HK) on its issuance of up to RMB2.5 billion corporate bonds. The issuance was approved by CSRC in July 2009. Sinoma is the first H share company to issue corporate bonds in mainland China .

Jia Yuan was issuer's PRC counsel in this issuance.

Jia Yuan has won the worldwide acceptance and great reputation in the securities market through providing the tailored and solution-oriented legal services of high quality to its clients. In the past few years, Jia Yuan has been frequently given high rankings. Below is a summary of Jia Yuan's Rankings by Bloomberg from 2006:

Legal Adviser League Tables, Bloomberg 2008

China A Share Equity IPO Issuer Advisor, 1st in China       
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Legal Adviser League Tables, Bloomberg 2007

Asia ex-Japan Equity IPO Issuer Advisers, 8th Globally, 3rd in China       
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HKSE Equity IPO Issuer Advisers, 7th Globally, 3rd in China       
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HKSE Equity IPO Manager Advisers, 16th Globally, 8th in China       
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Legal Adviser League Tables, Bloomberg 2006

Global Equity IPO Issuer Advisers, 19th Globally, 3rd in China       
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Asia ex-Japan Equity IPO Issuer Advisers, 9th Globally, 3rd in China    
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HKSE Equity IPO Issuer Advisers, 8th Globally, 3rd in China       
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Jiayuan won the “ Capital Market Deal of the Year 2008 ” awarded by Asia Law & Practice for the IPO of Chenming Paper's H shares in Hong Kong,in which Jiayuan acted as the PRC counsel to the underwriters.
Jiayuan did an excellent job acting as Chinese attorneys for Guotai Junan Securities (Hong Kong) and Macquarie Group . The Award was the affirmation of Jiayuan's performance and capability. This once again showed Jiayuan Law Firm has been well recognized among foreign and domestic financial institutions as a leading law firm in China's capital market.

China South Locomotive & Rolling Stock Corp.("CSR") is the largest train maker in China. JiaYuan acted as China law counsel to underwriters on CSR's IPO and dual listing in Shanghai and Hong Kong. On 18 Aug 2008, CSR’s A-shares started trading on the Shanghai Stock Exchange. Subsequently, on 21 Aug 2008, CSR’s H-shares commenced trading on the main board of the HKSE.

In resent years, The Yangtze River Delta, with Shanghai as the center, has become the focus of economic development and multinational's investment in China. Jiayuan law firm, with the headquarter in Beijing, opened its Shanghai office resently, The new office will deal with topics ranging from finance, mergers and acquisitions, venture capital, private equity, foreign direct investment to trading of capital market. This is another milestone in the development of Jiayuan law firm.

Lianhe Chemical is a leading manufacturer of fine chemical intermediates in China. On June 19, 2008, Lianhe Chemical Technology(SZSE 002250) was successfully listed on the Small and Medium Enterprise Board of the Shenzhen Stock Exchange.

Shandong Chenming Paper Holdings Ltd, the fourth largest paper producer in China by production capacity, offered 355.7million shares and raised HKD3,201.30million in Hong Kong initial public offering. On 18 June 2008, its H-shares commenced trading on the HKSE, under the symbol "1812" . Chenming Paper is the first Chinese-listed company with all three types of shares -- yuan-denominated A shares and foreign currency B shares in mainland China and Hong Kong-listed H shares("A+B+H").
The deal was sponsored by Guotai Junan Securities and Macquarie, JiaYuan acted as China law counsel.

JiaYuan represented SAIC Motor Corporation Limited (“SAIC Motor”), China's biggest car maker, on its issuance of US$855 million (RMB6.3 billion) separately tradable convertible bonds. In December 2007, SAIC Motor issued 63 million convertible bonds. Each bond has a face value of RMB100 and carries 3.6 stock-subscription warrants issued by SAIC Motor free of charge, exercisable at the end of 24 months at a price of RMB27.43 per share. The issuance of convertible bonds is another important initiative of SAIC Motor since its restructuring in 2006 whereby SAIC Motor listed its entire-vehicle business through a private placement. JiaYuan also advised SAIC Motor on its 2006 restructuring.

JiaYuan represented China CITIC Securities (“CITIC Securities”) on its cross-shareholding plan with Bear Stearns. CITIC Securities and Bear Stearns agreed to a cross-shareholding plan and to form a strategic alliance. Under the term of deal, CITIC Securities was to invest US$1 billion in Bear Stearns and receive securities that will convert over time into a roughly 6% equity stake in Bear Stearns, CITIC Securities also would have the right to buy a stake of as much as 3.9 percent of Bear Stearns in the public market, for total eventual holdings of no more than 9.9 percent of Bear Stearns’ stock. On the other side, Bear Stearns would invest US$1 billion in CITIC Securities’ convertible debt which over time would amount to a 2 percent stake in CITIC Securities. Bear Stearns also would be given options to buy an additional 5 percent of CITIC Securities, exercisable over the course of five years. They also planned to set up a Hong Kong-based joint venture investment bank. CITIC Securities pulled out of the cross-shareholding plan after the announcement that Bear Stearns was being sold to JPMorgan Chase.

JiaYuan acted as China law counsel to China Railway Group Limited ("China Railway") on its US$5.5 billion dual listing in Shanghai and Hong Kong. On 21 November 2007, China Railway successfully commenced its US$3.0 billion (RMB22.4 billion) A-share IPO. The Company’s A-shares started trading on the Shanghai Stock Exchange under the ticker of 601390.CH on 3 December 2007. Subsequently, on 30 November 2007, China Railway successfully commenced its US$2.5 billion (HK$19.2 billion) H-share IPO, with an over-allotment option to increase the size of the offering to US$2.8 billion (HK$22.1 billion) on the Hong Kong Stock Exchange ("HKSE"). The Company’s H-shares commenced trading on the main board of the HKSE under the ticker of 0390.HK on 7 December 2007.

This is the largest equity offering for an infrastructure company in Asia ex-Japan. This transaction pioneered the 'first A then H' listing model ever in the history whereby a PRC company's H-shares are listed in Hong Kong closely following the listing of A-shares in Shanghai. This landmark listing model provides Chinese companies with the flexibility of listing in China first to satisfy the latest local requirements as well as strong investor demand and immediately conducting an IPO in Hong Kong to access larger pools of international capital.

China Railway, a FORTUNE Global 500 company and a top-500 world brand, is the largest integrated construction group in Asia and the third largest construction contractor in the world, based on its total contracting revenue in 2006.

JiaYuan served as underwriter's counsel in connection with Sinotrans's HK$10 billion initial public offering and listing of "H" shares (HK0368)

JiaYuan advised China Coal Energy Company Limited (“China Coal Energy”), as China law counsel, on its US$1.69 billion (HK$13.15 billion before exercise of the over-allotment option) global offering. The H-shares commenced trading on the Hong Kong Stock Exchange under the ticker of 1898 HK. Subsequently, China Coal Energy successfully listed its US$3.5 billion (RMB 25.3 billion) A-shares on the Shanghai Stock Exchange (“SSE”). The Company’s A-shares commenced trading on the SSE under the ticker of 601898.SH on 1 February 2008.

China Coal Energy is the second largest coal enterprise in China based on its 2005 revenue and the fifth largest public coal company in the world in terms of coal reserves. It was established in 2006 through a restructuring by its parent company, China National Coal Group, one of only two Chinese Coal companies reporting directly to the central government. JiaYuan also advised China National Coal Group on the restructuring which involves complicated legal issues under Chinese law, including the structuring of management, ownership and operations, as well as foreign investment and foreign exchange control issues. As part of the restructuring, China National Coal Group transferred to China Coal Energy substantially all its assets and interests related to coal, coke manufacturing, coal mining equipment manufacturing, and coal mine design and other related businesses.

JiaYuan represented PRC state-owned enterprise Sinoma International Engineering Co., Ltd., (“Sinoma”, otherwise known as China National Materials Company Limited) on its US$540 million (HK$4.19 billion) global initial public offering and listing on the Main Board of the Hong Kong Stock Exchange. Sinoma is the only fully integrated company in the non-metals materials industry in China and ranks as one of the five largest producers of glass fiber in the world and third largest in China. It has a 90 percent market share in China’s cement equipment and engineering sector.

JiaYuan advised Hunan Nonferrous Metals Corporation Limited (the “Company”), as China law counsel, on its US$262 million global IPO and listing on the Hong Kong Stock Exchange and its subsequent placing of new shares. On 9 July 2007, the Company entered into a placing agreement with Morgan Stanley and BOCI Asia Limited in relation to the placing, on a fully underwritten basis, of an aggregate of 272,118,000 H-Shares (the “Placing Shares”) at a price of HK$4.93 per H-Share. The Placing Shares comprise (1) 247,380,000 H-Shares to be allotted and issued by the Company and (2) 24,738,000 H-Shares to be converted from the same number of existing State-owned domestic shares that are to be allocated from several State-owned shareholders to the National Social Security Fund Council of the PRC. The Placing Shares represent approximately 7.96 percent of the existing issued share capital of the Company and approximately 7.42 percent of the issued share capital of the Company as enlarged by the issue of the new shares. The gross proceeds from the placing of new shares were approximately HK$1,220 million.

China Aviation Industry Corporation I (AVIC I) planed to integrate its heavy equipment businesses, including gas turbine, metal forging, radiator and hydraulic products, through its controlled entity Guizhou Liyuan Hydraulic Co., Ltd.

Guizhou Liyuan Hydraulic Co., Ltd. acquired the assets of relevant subsidiaries of AVIC I, with 70,791,400 newly issued shares of common stock as consideration. This transaction involved reorganization and listing of assets of aviation, aerospace and defense industries. The transaction was approved by the China Securities Regulatory Commission and the Commission of Science Technology and Industry for National Defense.

JiaYuan served as issuer’s counsel to Guizhou Liyuan Hydraulic Co., Ltd. in this transaction.