Corporate & Commercial

Company formation, M&A, joint ventures, shareholder agreements, financings, and cross-border structuring. Practical legal solutions for businesses at every stage.

Overview

Hong Kong is one of the world’s most business-friendly jurisdictions—a common law gateway to China and Asia with a transparent regulatory environment, low tax regime, and deep capital markets. Whether you are launching a startup, acquiring a business, or structuring a cross-border investment, getting the corporate foundations right is critical.


Our Services

1. Company Formation & Structuring

  • Hong Kong company incorporation (private companies limited by shares)
  • Holding company structures and group reorganisations
  • Limited Partnership Funds (LPF) for private equity and investment vehicles
  • Representative offices and branches for overseas businesses
  • Company secretarial services and ongoing compliance

2. Shareholders’ Agreements & Corporate Governance

  • Shareholders’ agreements and articles of association
  • Founder vesting, equity splits, and option pools
  • Drag-along / tag-along rights and deadlock resolution
  • Pre-emption rights and share transfer restrictions
  • Good leaver / bad leaver provisions

3. Mergers & Acquisitions (M&A)

  • Share and asset acquisitions, buyouts, and disposals
  • Legal due diligence (corporate, contracts, IP, regulatory, employment)
  • Transaction structuring (tax-efficient and regulatory-compliant)
  • SPA drafting and negotiation
  • Regulatory approvals (SFC, HKEX) and post-completion integration

4. Joint Ventures & Strategic Alliances

  • JV structuring and documentation
  • Governance and management arrangements
  • Deadlock resolution and exit mechanisms
  • Cross-border JVs involving Chinese and international partners

5. Investment & Fundraising

  • Early-stage financing (SAFEs, convertible notes, seed rounds)
  • Venture capital (term sheets, subscription agreements, Series A–C)
  • Private equity (complex structures, management equity, exits)
  • Debt financing (loan agreements, security documents, guarantees)
  • Government grants (TVP, EMF, incubation programmes)

6. Cross-Border Corporate Structuring

  • Holding company structures for China investment
  • Offshore jurisdictions (Cayman, BVI) for holding and financing vehicles
  • Tax-efficient structuring for international operations
  • Coordination with overseas counsel in major financial centres

7. Commercial Contracts

  • Supply, distribution, and services agreements
  • Licensing and IP agreements
  • SaaS and technology contracts
  • NDAs and confidentiality agreements
  • Agency and franchise arrangements

Why Choose ALLO?

International Firm Pedigree. We possess international experience to execute your projects with legal precision.

Tri-Qualified – Qualified lawyer in Hong Kong, England and Wales, and New York. Cross-border perspective matters.

Deep Fintech & Traditional Finance Expertise – Particularly well-positioned for clients in the fintech, cryptocurrency, and Web3 sectors. Also experienced in traditional and financial sectors.

Practical, Results-Driven – Clear, actionable advice that solves real business problems.


Who We Help

Client TypeHow We Help
Entrepreneurs & foundersLaunch, fundraising, governance
SMEs & family businessesContracts, compliance, succession
Investors & PE firmsStructuring investments and exits
MultinationalsHong Kong / Asia entry and operations
Fintech & crypto companiesCorporate structuring and regulatory compliance
Listed companiesCorporate advisory and compliance

Frequently Asked Questions (FAQs)

Not for a standard incorporation—you can use a formation agent. A lawyer adds value where the structure is non‑standard (multiple founders, outside investors, IP contributions) or where you need a shareholders’ agreement.

Online incorporation can be completed in about 1 hour via the Companies Registry’s e‑Registry. Hard‑copy applications take approximately four working days.

Key issues: valuation and dilution, investor rights (board seats, consent rights), founder vesting and lock‑in, liquidation preferences, and drag‑along/tag‑along provisions. Get legal input before signing a term sheet.

A Limited Partnership Fund is a Hong Kong fund structure for private equity and venture capital, offering limited liability for investors, tax benefits, and flexible regulation.

Contact us

Whether you need legal opinion, regulatory guidance, transaction support, or collaboration opportunities, we’re ready to assist.

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