Nancy Sun Senior Partner
Shanghai
021-58785888
nancy.sun@dentons.cn
  • Real Estate, Construction and Energy
  • Cross-Border Investment and Trade
  • Corporate and M&A
  • Compliance and Risk Management
  • Working Language:
  • Chinese
  • English

Introduction

Nancy qualified as a Chinese lawyer in 2000. Prior to joining Dacheng, she worked for one of Australia's top law firms and also as an in-house counsel for an HKSE-listed company. Besides legal knowledge, she obtained a Master Degree of Business Science from the University of California, Los Angeles and the National University of Singapore. With her in-house experience and business sense, she gains a full understanding of the client's legal and business objectives and provides value-added advice to achieve the desired outcome. Her premium services have gained wide compliments from clients.

 

Nancy is a leading lawyer in corporate and M&A, finance, compliance, and has extensive experience in advising Chinese and international clients on both inbound and outbound transactions. In addition to traditional corporate work, she is also one of the pioneers of emerging legal work, including carbon trading and ESG. Industry-wise, she has a deep knowledge of energy and natural resources in connection with plenty of project experience, as the Head of China Energy Practice.

 

Nancy has been assisting many MNCs, such as BASF, Air Liquide, Shell, Total, Foxconn, FMC, Schaeffler, Ingredion, GLP, and Chinese leading companies, including Sinopec, CGN, China Railway, CEEC, CMEC with their cross-border transactions and daily operations. She has also worked with many investors including KKR, KPS, CVC, Morgan Stanley, and Blackstone.

Working Experience

  • Beijing Dacheng Law Offices, LLP (Shanghai)Senior Partner(2012 ~ Present)

Honors and Awards

  • Energy & Natural Resources: Leading Lawyers, Chambers Global Guide 2025
  • Energy & Natural Resources Leading Lawyer 2025、2024、2023、2022、2021、2020、2017、2015 Asia-Pacific and Worldwide, Chambers and Partners
  • Corporate & Commercial lawyer2021、2020、2019、2018 Asia-Pacific Guide, Chambers and Partners
  • 2025 Corporate and M&A Lawyer, Project and Energy Lawyer – China, The Legal 500
  • Energy Recommended Lawyer in 2024 Mainland China, Hong Kong SAR and Macao SAR, Lexology Index
  • 2024 Brand Stars in Energy, Environment & Natural Resources: Leading Lawyers, Legal Vision
  • 2024 Brand Stars in Overseas Investment & Engineering: Leading Lawyers, Legal Vision
  • 2024 Notable Practitioner, Asialaw Profiles
  • 2024 China Top 15 Lawyers Going Global, LEGALBAND
  • 2024 Notable Practitioner, IFLR1000
  • Shortlisted for the Energy & Resources Deal of the Year 2024: East China, Asian Legal Business
  • Shortlisted for the China Female Lawyer of the Year 2024, Asialaw
  • Top 15 M&A Lawyers, Legal Band 2023 Clinet Choice
  • 2023 Leading Energy Lawyer, Asialaw Profiles
  • Energy & Resources Deal of the 2022 Year: East China, Asia Legal Business
  • Women leaders 2022, 2023 ,2024 for the most prominent women lawyers across the world, IFLR1000
  • Corporate and M&A lawyer 2019, 2020, 2021, 2022,2023 Asia-Pacific, The Legal 500
  • Real Estate and Construction lawyer 2021, 2022,2023 Asia-Pacific, The Legal 500
  • 2020 named Lawyer in PRC Corporate law, Best Lawyer
  • Top Chinese Female Lawyers 2016, Asia Legal Business
  • Shortlisted for the Company Law Innovative Deal of the Year 2015, Financial Times
  • The Deal of the Year 2015, China Business Law Journal
  • Energy Resources Deal of the Year 2013, China Law and Practice

Representative Projects/Matters

Represented Gotion in the greenfield investment project for a super battery factory in Morocco with investment of EUR 6 billion. Specific legal work included the negotiation of investment agreement with the Moroccan government, dealing with subsidies and countervailing and other related measures, design the investment transaction structure and the financing structure etc

Represented Hon Hai Precision Industry Co., Ltd(Foxconn) in its acquisition of 50% stake in the automotive chassis module business of ZF Friedrichshafen AG (ZF Group), the world's third largest tier-one supplier of automotive parts and components, with a consideration of EUR 560 million, thereby integrating the global production capacity of its new energy automotive business, with specific legal services including reviewing the carve-out plan of the subject business, conducting legal due diligence, coordinating and leading a team of lawyers in nine countries to review the transaction documents

Advised Foxconn Interconnect Technology in the acquisition of all shares of Prettl SWH GmbH, including conducting legal and HR due diligence of the Chinese entities of the target company, coordinating and leading counsels’ teams in 12 jurisdictions for legal and HR due diligence, reviewing of transaction documents, and providing follow-up legal services.

Advised AcBel Polytech Inc. in the acquisition of all shares in ABB Power Conversion of ABB Ltd., including conducting legal due diligence of the Chinese entities of the target company, leading counsels’ teams in 5 jurisdictions for legal due diligence and reviewing transaction documents.

Assisted BASF with its acquisition of Shanshan Energy. The transaction involved complex transaction issues, including numerous shareholders, delisting of listed companies, and sales restrictions. Sun's team played a crucial role in the design of the transaction structure, the discovery of due diligence issues, the negotiation strategy and the preparation of transaction documents, which has key influence on the promotion of the project.

Assisted Foxconn with its acquisition of Sound Solutions International, including conducting legal due diligence on Sound Solutions International and its several domestic and overseas subsidiaries in relation to the transaction structure, providing transaction documents, participating in negotiations and providing compliance consultation on the disclosure of listed companies.

Assisted KKR with its proposed sale of one of its portfolio companies, including conducting due diligence, producing a legal fact book, etc.

Advised Suzhou Talesun Solar Technologies Co Ltd on its three 315 MW PV power station projects located in Argentina, including reviewing EPC contract, Sub-EPC contract, SKU supply agreement, cable supply agreement, etc. and advising on the legal risk.

Assisted China Sinogy Electric Engineering Co., Ltd. with its signing of EPC contract with Jiangsu Delong Nickel Industry Co., Ltd. about the 12x135MW power plant project located in Indonesia. The deal value is RMB5 billion.

Advising Shell (China) Co., Ltd on all sorts of regulatory, corporate and commercial work, including performing research on carbon emissions and CCER trading rules, and developing the transaction structure and cross-border trading rules of VERs, reviewing master agreements on carbon assets swap, offset, ISDA related transaction.

Represented Suzhou Thvow Technology Co., Ltd (Stock Code: 002564) in its investment in the construction of the 50MW photovoltaic power generate project implemented by Yumen Xinneng Solar-thermal Co., Ltd. The deal value was RMB1.8 billion. Her services include advising on equity structure, reviewing EPC contracts and drafting rules and regulations.

Represented Shandong Energy Group Co Ltd on its investment into a mining project in Canada including setting up a joint venture company with a local Canadian company, conducting legal due diligence, preparing the documentation and advising the Chinese government regulatory requirements etc.

Represented Asian Development Bank on its purchase of CERs from a Shanghai clean energy company, including conducting legal due diligence investigation and advising on compliance issues, government approvals and others.

Advised STX Group on its potential business of carbon trading in China, including advising on compliance and regulatory issues, advising on opening the NRA account, etc.

Advised Vitol (China) Energy Company Limited on the transaction structure and security arrangement for its participation in domestic CEA trading, and advised on the feasibility and legal effect of mortgage of CEA.

Advised Vitol Group on its intended participation in mainland China’s futures contracts trading markets, including rendering legal opinions on regulatory requirements and giving advice on physical settlement on certain commodity futures.

Advised Weir on the separation of some of its China operations into a separate entity and the sale of the entire shares in the entity, including administering the VDR, drafting, reviewing, negotiating asset transfer agreements, share purchase agreements, transition agreements and other transaction documents, and provided legal opinion on environmental license, staff transfers, preliminary assessment of the need for mergers.

Assisted BEKO with its sale of its white goods business in China to KONKA, including conducting due diligence on the buyer, drafting, reviewing and negotiating asset transfer agreements, supply agreements, service agreements, custody agreements and other transaction documents, and provided legal opinion on tax implications, employee transfers and real estate transfers.

Assisted R2G and PFNonwoven Holdings s.r.o. with its sale of 100% shares in PFNonwoven (Wuxi) Co Ltd to Shandong Junfu Nonwovens Materials Co Ltd, including drafting, reviewing and negotiating share purchase agreements, escrow account agreements, equity pledge agreements and other transaction documents.

Assisted BorgWarner with its public acquisition of all shares in Delphi Technologies Co Ltd, including conducting due diligence on the target company's Chinese entity and reviewing transaction documents.

Assisted KKR on its acquisition of Magneti Marelli with its proposed sale of one of its portfolio companies, including conducting due diligence, producing a legal fact book, etc.

Advised China Energy Engineering Group Guangdong Power Design Institute Co Ltd on its investment project in the Philippines, including providing legal opinion on business structures, conducting legal research on relevant laws and regulations, drafting and revising equity investment agreement templates, share purchase agreements and other agreements.

Advised Powerchina Guizhou Electric Power Construction Co Ltd. on three Ukraine solar photovoltaic facility agreements, including reviewing Channelling Payment Agreement, negotiating Payment Authorization Agreement and other agreements.

Advised DTEK, the maximum private energy company in Ukraine, on the purchase of 240 MW AC (323 MW DC) inverter substation and DC combiner box project for the Pokrovska Solar Power Plant of its Chinese supplier KSTAR on the project of SOLAR FARM-3 LIMITED LIABILITY COMPANY, including reviewing transaction documents and issuing legal opinion.

Advised Zhongli New Energy (Hong Kong) Investment Limited on the construction of photovoltaic power plants in Ukraine, including conducting due diligence investigation of two target companies in Ukraine and a target company located in France.

Advised China Energy Engineering Group Guangdong Power Design Institute Co Ltd. on its MEICA in Hongkong, including reviewing and revising two English bidding contracts and conducting legal risk analysis on terms.

Provided legal service to Powerchina Jiangxi Electric Power Construction Co Ltd in relation to its King Abdulaziz Airport Urban Commercial Complex Project in Saudi Arabia, including reviewing the framework agreement with the proprietors.

Advised Incline Elevate GP on its global acquisitions, including conducting due diligence investigation of its three subsidiaries in China, reviewing transaction documents, assisting in closing, advising on legal risks, etc.

Advised KPS MC Investors Ltd on its acquisition in China, including conducting due diligence, reviewing contracts, advising on corporate governance, advising on employment related issues, advising on compliance and regulatory issues, etc.

Advised KPS Capital Partners on its acquisition of Howden, a global leading supplier of air and gas management products and services from Colfax Corporation (U.S.) for an enterprise value of $1.8 billion. including conducting due diligence and issuing due diligence report.

Assisted FMC Corporation in selling its Health and Nutrition business to DuPont and acquiring DuPont’s Crop Protection business in China, including reviewing and localizing the transaction documents, complete the registration formalities and close the local acquisitions.

Assisted Blackstone in its partnering with Celanese to form the JV, including reviewing transaction documents and conducting due diligence of three China joint ventures as well as issuing report on the due diligence.

Assisted Superior Essex, one of the largest wire and cable manufacturers worldwide, in its selling of IVA business to the potential bidder in China, including conducting due diligence, reviewing transaction documents, etc.

Assisted HNA Group in its cross-border guarantee, including reviewing the transaction documents, preparing the documents to be filed to SAFE, and issuing legal opinion.

Assisted China Railway in its PPP project in Zambia, including advising on the transaction structure, reviewing the concession agreement, and issuing the legal opinion.

Advised Total on its cross-border guarantee from PRC law perspective, including drafting transaction documents and analyzing the relevant policies.

Provided legal assistance to the joint venture and equity transfer deals between ALEVO and China Resource Electric Power & Fuel Co Ltd, including participating in the negotiation and assisting the client to sign a supplementary agreement to the share purchase agreement.

Advised Mitsui & Co Ltd on its acquisition of a minority stake in the target company, which is a member of one of the leading painting and coatings producers in the world, including conducting legal due diligence on two Chinese subsidiaries of the target company and advising on relevant regulatory issues.

Assisted Boill Holding Group Co Ltd in its acquisition of Q3 Company, including conducting legal due diligence research, designing of deal structure, reviewing transaction documents, participating in negotiations, assisting with closing, etc.

Assisted Suzhou Thvow Technology Co., Ltd. on the its equity transfer deal with SESHK, including reviewing the equity transfer agreement, articles of association, joint venture agreement, and assisting with the closing of the project.

Represented China Financial Futures Exchange on the establishment of China Europe International Exchange with Shanghai Stock Exchange and Deutsche Borse AG in Frankfurt. The work scope includes drafting and reviewing the documents for the joint venture, providing legal advice to issues relating to the establishment of the exchange. The establishment of China Europe International Exchange has great significance for supporting the "two-way opening-up of the capital market and RMB internationalization", as well as the “One Belt, One Road” initiative.

Represented Yancoal Australia on its acquisition of Premier Coal in Western Australia (approximately AUD 300 million), including conducting legal due diligence investigation, drafting transaction documents, as well as providing advice on FIRB approvals and other compliance issues.

Represented Yancoal Australia Limited, an Australian incorporated and ASX listed company, on its privatization and acquisition by its controlling shareholder, including providing advice on compliance issues, enforceability under PRC law, and methods of due diligence.

Represented China Animal Husbandry Industry Co Ltd and Shanghai Yanhua Bio-tech Co on their acquisition of Balco, an Australian enterprise engaged in the planting and exporting of oat grass, including conducting legal due diligence investigation and providing advice on compliance issues, government approvals and others.

Assisted AUX Group with its acquisition of an ASX-listed Australian company, including conducting legal due diligence, reviewing the investment structure, and drafting the relevant documents.

Academic Achievements

  • Get Ready for GDPR in the Carbon Field – Accelerated Legislation of EU Carbon Border Adjustment Mechanism,Lexis Nexis & Wolters Kluwer
  • Data Compliance in the Energy and Chemical Industries (II), Lexis Nexis
  • Data Compliance in the Energy and Chemical Industries(I), Wolters Kluwer
  • Data Security Considerations in the M&A Transaction – Going Ahead of "Compliance" (IV) Data Protection Compliance Requirements in the Process of Closing and Post-closing Integration in M&A Transactions, Wolters Kluwer
  • Negative List for Foreign Investment Slimmed Down as Opening Up Continues-Analysis on Highlights of the New Negative List for Foreign Investment Access, Lexis Nexis
  • Sheathing of Sharp Blades :SAMR Promulgated Three Rules to Strengthen Market Credit Management,Wolters Kluwer
  • All-around Analysis on Carbon Emissions Trading and Carbon Financial Products - From Local Pilot to National Market, Wolters Kluwer
  • Data Security Law Promulgated- How Shall Enterprise Conduct Cross-border Data Transmission, Lexis Nexis
  • Carbon Emission Joins Environmental Impact Assessment: MEE Raises the Threshold for "Two High" Projects, Lexis Nexis & Wolters Kluwer
  • Going Left or Going Right? Anti-Foreign Sanctions Law Brought Challenges to Multinational Corporation, Wolters Kluwer
  • Countdown to National Carbon Market - Three New Rules Released, Wolters Kluwer
  • Pros and Cons of the Interim Measures for the Administration of Carbon Emission Permit Trading (Draft Revision) - Detailed Interpretations of a Series of Suggestions on Legislative Revision (II) (Part Two), Lexis Nexis
  • Pros and Cons of the Interim Measures for the Administration of Carbon Emission Permit Trading (Draft Revision) - Detailed Interpretations of a Series of Suggestions on Legislative Revision (I) (Part One), Lexis Nexis
  • Countdown to National Carbon Market - Three New Rules Released, Lexis Nexis
  • MEE Promulgated Rules for the National Carbon Market: Rule Analysis and Trend Forecast, Lexis Nexis
  • Annual Review of China's ETS 2020, Wolters Kluwer
  • All-round Expansion of Opening-up — Regulations of Shanghai Municipality on Foreign Investment Takes Effect, Lexis Nexis &Wolters Kluwer
  • Forming the Framework of National Carbon Trading Market System — Measures for the Administration of Carbon Emissions Trading (for Trial Implementation) Announced, Lexis Nexis
  • Two New Rules on National Carbon Emission Trading (Draft for Comment) Released, Lexis Nexis & Wolters Kluwer
  • China's Latest Judicial Policy on Punishing Criminal Environmental Pollution Crimes,Wolters Kluwer
  • Measures for the Administration of the Crude Oil and Refined Oil Market Repealed, Lexis Nexis & Wolters Kluwer
  • New Negative List for Foreign Investment Access Released, Lexis Nexis & Wolters Kluwer
  • SAFE Issues Rules on Further Promoting the Facilitation of Cross-border Trade and Investment and Simplifying Foreign Exchange Accounts, Lexis Nexis & Wolters Kluwer
  • An Overview of the Development of China's Green Financial System from the Research and Development Trend of Green Securities Index, Wolters Kluwer
  • Brief Analysis of Regulation for Implementing the Foreign Investment Law of the People's Republic of China, Wolters Kluwer
  • China Released Its First Carbon Neutral Implementation Guidelines, Lexis Nexis & Wolters Kluwer
  • Update on the Legislation of China ETS (II), Lexis Nexis & Wolters Kluwer
  • Draft Regulation on the Administration of the Consumer Goods Recall Released for Public Comments, Lexis Nexis & Wolters Kluwer
  • China's First Mutual Judicial Preservation Arrangement with Other Jurisdictions Released, Wolters Kluwer
  • The Key Contents of the Government Investment Ordinance and Its Response Analysis, Lexis Nexis
  • Who Shall Be Held Liable for the Restoration of the Polluted Soil? --Commentary on the PRC Soil Pollution Prevention and Control Law, Lexis Nexis
  • First Anniversary Review of the Environmental Protection Tax Law, Lexis Nexis & Wolters Kluwer
  • Update on the Legislation of China ETS, Lexis Nexis
  • 2018 Annual Review of Carbon Emission Trading in China, Lexis Nexis & Wolters Kluwer
  • China Issues Guidelines for Compliance Management of Chinese Domestic Enterprises Going Global, Lexis Nexis
  • The Catalogue of Encouraged Industries for Foreign Investment (Draft for Comments) Announced with a Big Bang, Covering the Power Grid, Photovoltaic, Natural Gas, Oil and Other Industries, Lexis Nexis
  • Comments on Current Status of Implementation and Development of Electric Power Spot Market, Lexis Nexis
  • The Legal Route for Overseas Traders to Participate Crude Oil Futures Trading in China, Dentons Client Alert
  • Establishment of a National Carbon Emission Trading Market Brings Opportunities and Challenges of to the Development of China’s Carbon Finance, Dentons Client Alert
  • Study on the Green Bonds, Dentons Client Alert
  • New Opportunities of Soil Pollution Abatement and Remediation Industry, Wolters Kluwer
  • Carbon Emission Trading, Legal Studio
  • China Adopts the Unified Foreign Investment Law, Lexis Nexis & Wolters Kluwer
  • Are You Ready for the Opening-up of E-commerce to Foreign Investors? Legal Studio
  • New Administrative Measures of the Financial Leasing Companies Brings Opportunities to the Development of Financial Lease Industry, Legal Studio
  • Interim Provisions on Labor Dispatching Promulgated, Legal Studio
  • Shanghai Free-Trade Pilot Zone: More Open Market and New Investment Opportunities, Westlaw China
  • China State Council Propelling Registration System Reform of Corporation Registered Capital, Legal Studio
  • Measures for Implementation of Labor Dispatch Permit Released, Legal Studio
  • MHRSS Soliciting Public Opinions on Measures for Administration of Labor Dispatch Permit, Legal Studio
  • PRC Labor Contract Law Amended to Improve the Dispatching Worker's Welfare, Westlaw China
  • Overview of Interpretations of the Supreme People's Court on Certain Issues Concerning the Application of Law in Labor Dispute Cases (IV), Legal Studio
  • Amendments Aiming to Improve Labor Dispatch Environment, Legal Studio
  • New Life and Obstacles to the Internationalization of China's Futures Industry, China Business Network

What can we do for you ?

Contact Us +