Sullivan
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Global Reach - Cross-Border Deals

Sullivan lawyers have an extensive track record in representing issuers, financial institutions, and investors globally. This wealth of experience has given us the opportunity to work with numerous companies in Asia and uniquely positions us in the middle-market Asian capital markets, M&A, joint ventures and commercial work. Through our many representations, and multi-lingual attorneys, we can provide unparalleled support and advice on understanding the needs and challenges facing inbound and outbound investment and international trade, including international companies doing business in Asia, East Asian and Southeastern Asian enterprises, in particular, Chinese and Singaporean companies interested in doing business outside of Asia. Sullivan also has a long-standing practice between our Israeli office and the East Asian region, particularly China. 

Our China & Asia-Pacific Practice delivers a wide array of legal and corporate advisory services to our international clients. We help companies overcome the challenges of operating in China and assist them in converting challenges to business opportunities. Our team of seasoned lawyers provides unparalleled expertise on the complex regional corporate and regulatory environments. This makes us the destination of choice for international companies in their activities and complex projects throughout China, including Beijing, Shanghai, Shenzhen, Hangzhou, and Guangzhou, as well as in Hong Kong and Taiwan. With our immersion in the Asian-Pacific markets, especially in China, we have an expansive network of reliable and long-lasting relationships that help facilitate complex cross-border deals.

Regulations and policies in China and the Asia-Pacific are complex and constantly evolving. Our experience in representing foreign companies in the region facilitates the procedural and legal proceedings for our clients and promotes their legal and business activities. Our long-standing relationship with many middle-market firms throughout the region provides us with the ability to represent the full complement of needs of our clients.

Singapore

Singapore is consistently among the largest source of foreign investment in United States commercial real estate. Bridging Sullivan's International Tax, Real Estate, Corporate, and REIT practice groups, we have assisted some of Singapore’s largest and most active U.S. investors in structuring their U.S. acquisitions and global financing structures to minimize global tax friction, establishing and managing their United States holding structures, and successfully concluding acquisitions of real estate.

We advise investment managers on both on-balance sheet investments and managed funds, including advising Singapore REIT managers on planned and completed initial public offerings and follow-on public offerings. Our diverse team was U.S. counsel and tax advisors to the first pure play U.S. office REIT to be listed in Asia for its Singapore IPO and initial investments. As our Singapore practice has grown, we have continued to offer our clients creative and practical solutions to changes in domestic and foreign tax laws and facilitate evolving financing structures.

Representative Client Work

China

  • Sullivan serves as General Counsel to Univest Securities, one of the most active cross border mid-market investment banks with offices in New York, Shenzhen, Hong Kong, and Vancouver. The firm is actively involved in cross border financings, restructurings, and M&A transactions in supporting Asian companies seeking capital in the United States markets as well as U.S. companies’ seeking joint venture opportunities in Mainland China and Hong Kong.
  • One of the firm’s anchor clients in the region is Ebang International Holdings, a leading chip designer and manufacturer for emerging industries and markets throughout the world with roots in Singapore and Hangzhou.
  • Sullivan serves as General Counsel to a Chinese Bio – Med fund in their investment in Israeli bio med companies.
  • Sullivan advised Biomica Ltd. in on a USD 20 Million Financing Round to advance its pipeline of microbiome-based therapeutics from Shanghai Healthcare Capital, a China-based fund.
  • Sullivan advised Samsara in a cooperation and distribution agreement with Lansheng Medical a Chinese company.
  • Representing Hamlet (Israel – Canada), a large Israeli company that develops and manufactures mechanical accessories for industrial control and monitoring systems, in the acquisition of a large Chinese company that manufactures valves and connectors for large Chinese companies in the industrial sector. The legal service included due diligence and legal advice on transaction documents, purchase agreement and subsequent registration procedures. In addition, advising the company with respect to land evacuation and compensation agreements and an investment agreement for the construction of a new plant. The transaction is estimated at NIS 70 million.
  • Representing Telit Communications PLC, a multinational IOT corporation, in the acquisition of a Chinese IOT company. The legal service included due diligence and legal advice on the transaction documents, purchase agreement and the subsequent registration procedures. In addition, our firm provides ongoing legal services for the company.
  • Representing MIS Implants Technologies, a multinational dental corporation, in the establishment of a company in China and Hong Kong. The legal representation included obtaining type 2 and type 3 licenses for the sale of medical products in China and ongoing representation of the Company.
  • Representing Azrom, an Israeli agricultural company, in a series of agreements, including agreements with the local governments in Yunnan and Guangzhou for the construction of large greenhouses projects in China.
  • Representing Kamedis, a medical cosmetics company, in the establishment of a joint venture in China, and legal support with commercial agreements, employment contracts, and taxation issues.
  • Representing an online gaming company in agreements with a local distributor.
  • Representing a U.S. fertility clinic in an agreement to acquire 20% of the shares of a Chinese company, which provides medical services in the field of fertility, and a distribution agreement in China, including negotiations with the Chinese company and its shareholders.
  • Representing a company in a financial fraud lawsuit in China. In the lawsuit, the court rendered a judgment in favor of the company and approved our request to enforce the verdict in the local court, following which the company received the money it demanded.
  • Representing an Israeli vehicle parts company drafting a JV agreement in China for the establishment of a joint venture engaging in the distribution of automotive spare parts.
  • Representation and accompaniment of a Chinese digital currency company in the establishment of R&D center in Israel, as well as providing advice on investments in Israeli companies.
  • Representing a European bank in the examination of contracts in China.
  • Representing SITI, a Shanghai based incubator and investment fund, in the establishment of a company in Israel, including providing ongoing consultation on activities and investments in Israel.
  • Sullivan serves as the legal advisor of the Innovation Center at the Zhangjiang Hi-Tech Park in Pudong, Shanghai.
  • Providing legal advice to Eran Zahavi, an elite Israeli soccer player, before signing an agreement with one of the leading soccer teams in China.
     

Singapore

  • U.S. tax, corporate and acquisition counsel to the first pure-play U.S. office REIT to be listed in Asia for its Singapore IPO, initial and subsequent investments, and ongoing U.S. tax compliance matters, including critical global restructuring in response to the Tax Cuts and Jobs Act.
  • Advised a Singapore-based bank on its U.S. asset management activities and U.S. investment adviser requirements.
  • Represented an office REIT on an Asian stock exchange and an IPO on the Singapore Exchange Securities Trading Limited.
  • Successfully represented a multinational investment bank for Commercial Court judgment in the bank's favor against the Singaporean branch of a Malaysian bank.
  • Represented a Singapore-based asset manager in all aspects of its acquisition of a portfolio of 33 high-quality office properties in the United States.
Viewpoints
All Viewpoints
SGX-Nasdaq Dual Listing Framework - Opening New Doors for East Asian Companies
On November 19, 2025, Singapore Exchange ("SGX") and Nasdaq announced a proposed "Global Listing Board" framework enabling companies to file a single prospectus acceptable to both Singapore and U.S. regulators. The initiative, backed by the Monetary Authority of Singapore ("MAS") as part of the broader SGX listing regime modernization, targets implementation by mid-2026, subject to final rulemaking. Eligibility and Framework Structure Qualifying Criteria: Companies with minimum market capitalizations of S$2 billion (approximately US$1.54 billion). Regulatory Uncertainty: Critical questions remain regarding the framework's structure and the rules that will be applicable. For example, it is unclear whether the system will mirror the existing Multijurisdictional Disclosure System ("MJDS"), which permits certain Canadian issuers to rely on Canadian disclosure rules as SEC registrants, or whether full SEC registration and Nasdaq standards will serve as the baseline for SGX dual-listed companies. Legal and Compliance Considerations Ongoing Dual Jurisdiction Obligations: Despite harmonized prospectus requirements, issuers are expected to remain subject to compliance obligations in both jurisdictions, including: Differing reporting cadences and governance requirements Separate regulatory interactions and oversight  U.S. Securities Law Exposure: Nasdaq listing subjects issuers to U.S. securities law liability, including class-action litigation risks, a significant consideration for Asia-based companies unfamiliar with the U.S. litigation environment . Disclosure Standards Alignment: MAS is pursuing complementary reforms to align SGX's disclosure standards with international (particularly U.S.) practices, though the full extent of SGX's acceptance of U.S.-style disclosures awaits final rule issuance. Strategic Benefits For qualifying technology, life sciences, and high-growth enterprises, the framework offers: Access to both U.S. capital market liquidity and Singapore's regional investor base Reduced legal, accounting, and underwriting costs through single prospectus filing Enhanced institutional and retail investor reach across multiple time zones  The Global Listing Board represents a potentially positive development for trans-Pacific capital access while maintaining regional listing presence. However, companies should await final regulatory guidance before making strategic decisions, given the substantial compliance and legal exposure implications inherent in dual-jurisdiction listings. To discuss how these developments may impact your U.S. capital markets strategy, please contact Sullivan partners David Danovitch (ddanovitch@sullivanlaw.com or 212-660-3060), Tehila Levi Lati (tlevi@sullivanlaw.co.il or +972 74 7580480) or Eric Victorson (evictorson@sullivanlaw.com or 212-660-3092).
FINRA’s Small-Cap Sweep: Strategic Steps for Broker-Dealers
It has been approximately one (1) month since the Financial Industry Regulatory Authority (FINRA) has launched a targeted review of broker-dealer activity in small-capitalization offerings involving foreign issuers—particularly those with operations in foreign jurisdictions such as China. The scope of the review extends across both public and private offerings of small-cap exchange-listed issuers and applies to firms that have acted as underwriters, bookrunners, syndicate or selling-group members, placement agents, or engaged in follow-on trading or omnibus account activity. For broker-dealers active in this market segment between January 1, 2023, and September 30, 2025, this initiative warrants immediate attention. FINRA’s focus underscores the need for firms to proactively strengthen compliance, supervisory and due-diligence frameworks before scrutiny is initiated. Implications for Broker-Dealers For broker-dealers that have acted in offerings of foreign-issuer small-cap companies, or engaged in corresponding trading, the risk of regulatory inquiry is now heightened. Firms should assume that FINRA may request detailed documentation of supervisory procedures, training materials, due-diligence records, compensation arrangements, and transaction lists. Potential exposure encompasses both the underwriting/placement side and the secondary trading side, particularly where omnibus accounts or affiliate-linked trading have occurred. Moreover, compliance weaknesses in this area may expose firms to broader regulatory focus given FINRA’s emphasis on market integrity and manipulative trading risks in small-cap IPOs. As a result, firms should view this not simply as a matter of historical transactions but as an active compliance priority for present-day operations and future offerings. Strategic Compliance Priorities and Action Plan Broker-dealers should undertake an immediate, firm-wide review of their involvement in relevant small-cap foreign-issuer offerings. This review should begin with an inventory of all transactions, public or private, in which the firm acted as underwriter, bookrunner, syndicate or selling-group member, placement agent, or participated in secondary trading during the relevant period. Firms should review whether their written supervisory procedures (WSPs), compliance manuals, training materials and internal guidance adequately address the risks particular to small-cap foreign-issuer offerings. This includes controls around due diligence of issuers, audit-firm and management backgrounds, beneficial-owner structures, cross-border legal/regulatory risks, syndicate compensation, and trading after the offering. Surveillance systems and trading desk controls should similarly be assessed to ensure they capture unusual trading patterns consistent with manipulative or coordinated activity. Firms should evaluate whether their AML/KYC programs are appropriately scaled to the enhanced risk of foreign issuers and thinly-traded securities, and whether their vendor-risk frameworks adequately cover third-party trading platforms, omnibus accounts, and algorithmic or remote trading tools. From a governance standpoint, senior management, compliance heads and the board should elevate this matter within their risk-assessment frameworks. Firms should consider whether internal audit scopes and independent reviews cover this business line, whether incentives or compensation structures may have encouraged participation in higher-risk offerings, and whether escalation procedures are clearly defined and monitored. Finally, firms should prepare for regulatory engagement by gathering and organizing deal files, training logs, supervisory review documentation, compensation records and transaction lists now, rather than waiting until a request arrives. Key Takeaways The targeted review by FINRA of small-cap foreign-issuer offerings signals a clear regulatory priority and a call to broker-dealers to raise their vigilance. For firms with exposure in this area, now is the time to act. Waiting until after a request is received may leave a firm scrambling and vulnerable to findings of deficient controls or documentation. The themes underpinning the review—cross-border risk, thin-traded securities, manipulative activity, and weak controls—are broader than the specific focus and should prompt firms to proactively enhance controls across the board. Senior leadership should not view this as a niche compliance issue, but rather as a signal of elevated scrutiny across multiple lines of business. With proper preparation, firms can not only respond to potential regulatory requests but demonstrate a thoughtful, forward-looking compliance program aligned with the evolving risk landscape.
SEC, FINRA Cross-Border Crackdown Typifies Trump 2.0 Priorities
David Danovitch was quoted in the article "SEC, FINRA Cross-Border Crackdown Typifies Trump 2.0 Priorities," published by Bloomberg Law on November 4, 2025. The article discusses the growing US regulatory focus by the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA) on foreign issuers, aiming to crack down on fraud involving overseas companies listing on US exchanges. The approach is in keeping with the Trump administration’s general position toward Chinese businesses and other international competitors.   “There were parties basically hijacking IPOs and using them as vehicles for a pump-and-dump,” David says, referring to foreign issuers reporting questionably large returns despite a lack of sales activity to support such figures.  Nasdaq has proposed rules that would require companies based in China to raise at least $25 million in public offering proceeds to qualify for new listings, under the reasoning that a larger IPO would be more difficult to manipulate. “These are small firms, so our concern is that this could bankrupt a few firms or inhibit their ability to comply properly,” David comments. “You want your regulators to root out the crime and make sure investors here aren’t getting hurt.”
Speed Vs. Safety: The High-Stakes Game Of AI Power Politics
Tehila Levi Lati was quoted in the article "Speed Vs. Safety: The High-Stakes Game Of AI Power Politics," published by Forbes on March 28, 2025. The article discusses the clash between AI innovation and regulation, as major companies like OpenAI urge the U.S. government to reduce regulatory burdens to stay ahead in the global AI race. While the E.U. enforces strict regulations and Israel favors a more flexible approach, China balances security with minimal compliance requirements. Tehila points out that China’s strategy, unlike the E.U.’s stringent rules, focuses on oversight with limited compliance burdens, maintaining momentum while ensuring national security.