Taihe: A Lawyer’s Story | Balancing Principle and Practice, Staying True to Our Original Aspiration, and Navigating the Legal Path with Precision and Integrity

A: I currently specialize in corporate legal services, as well as commercial litigation and arbitration. Since beginning my practice, I have made it a habit to treat every case and every project as a work of art, meticulously refining even the smallest details. As a result, most of the matters I have handled myself have left a lasting impression. Among them, one particular creditor‑seeking recovery action against a company’s shareholders and senior executives resonated deeply with me. In that case, the debtor company had no assets available for enforcement; it eventually entered bankruptcy proceedings and was subsequently dismissed by the court due to the absence of any estate to liquidate. Despite holding a favorable judgment, the creditors were unable to collect their claims, suffering losses amounting to nearly one million yuan. Subsequently, the client retained me to represent them. After thoroughly reviewing the case file, reconstructing the transactional history, and scrutinizing the company’s operational records and financial transaction data, I uncovered significant irregularities: pre‑bankruptcy withdrawal of capital by shareholders, substantial abnormal related‑party transactions, and dereliction of duty by senior management. Based on these findings, I filed liability‑seeking lawsuits on behalf of all creditors against the company’s shareholders, its legal representative, and the relevant senior executives. The case proceeded through first instance, second instance, and retrial over nearly three years. Ultimately, the court fully upheld our claims, ordering the shareholders, the legal representative, and the implicated senior executives to return the withdrawn capital and jointly assume liability for settling the outstanding debts. Following this, through compulsory enforcement and the resumption of the bankruptcy distribution process, we successfully recovered the majority of the creditors’ claims, achieving an overall repayment rate of 77%. The client specially presented a banner to express their gratitude. This case serves as a reminder to business leaders: shareholders must make contributions in full compliance with applicable laws and fulfill their duties in a proper manner; directors, supervisors, and senior executives must strictly adhere to their fiduciary duties of loyalty and diligence. Operating lawfully and performing their roles in accordance with regulations is the strongest legal safeguard for both enterprises and their managers.

Q: How long does it typically take to become a professional lawyer, including the time required for education, skill development, and building up one’s practice? How did you navigate this transition?

A: Drawing on industry trends and my own professional experience, the career progression of a lawyer exhibits distinct stages: typically, within two to three years, one can master fundamental skills such as drafting legal documents, conducting case‑law research, organizing evidence, navigating courtroom procedures, and managing case follow‑up, enabling independent handling of routine, straightforward matters. To evolve into a seasoned, practice‑oriented attorney capable of tackling complex, high‑stakes commercial disputes and equipped with a systematic approach to legal service delivery, however, requires five to eight years of dedicated, in‑depth experience.

Q: What work habits do you think an excellent lawyer should cultivate?

A: In my view, professional expertise is merely the foundation; what truly determines how far a lawyer can go is cultivating the following sound work habits: First, an unwavering commitment to meticulousness in drafting documents and handling evidence. In our field, attention to detail often makes or breaks a case. Whether preparing briefs, drafting contracts, or organizing evidentiary materials, every piece should be thoroughly reviewed after completion. Many mistakes stem not from a lack of legal knowledge but from carelessness. Second, adopt proactive foresight in anticipating potential challenges—always consider what might happen if disputes arise later. In litigation, foresee where the opposing side is likely to strike; in non-litigation matters, identify possible vulnerabilities in the transaction and address risks upfront. Third, engage in systematic post‑case reflection. Closing a matter is not the end—it must be followed by a thorough review of lessons learned. If each case is treated as a standalone event, progress will be slow. Fourth, master the art of active listening and communicate from the client’s perspective. Carefully discern the client’s true needs, objectively lay out the pros and cons, translate technical jargon into language the client can understand, and manage expectations effectively. Fifth, maintain a habit of continuous learning. The law is constantly evolving, and judicial interpretations shift over time. Relying on past experience alone is no longer sufficient; when confronted with complex issues, always consult statutes and analogous cases rather than making snap judgments based solely on prior experience. Finally, there is another practical habit: maintaining clear records and managing key milestones. When handling multiple matters simultaneously, set timely reminders for critical deadlines and document important communications in writing whenever possible—both as a duty to clients and as a safeguard for yourself. By consistently practicing these habits day in and day out, you will ultimately become a reliable, professional lawyer whom clients trust.

Q: If you have experience with international cases or cross-border projects—what has been the greatest challenge or source of inspiration you’ve encountered when dealing with clients or adversaries from different legal jurisdictions or cultural backgrounds?

A: Last year, I concluded a foreign‑related equity‑transfer dispute involving a Sino‑foreign joint‑venture pharmaceutical company. The parties included a Japanese corporate shareholder, a Japanese natural‑person shareholder, a Taiwanese corporate shareholder, and mainland Chinese enterprises—multiple stakeholders with distinct cultural backgrounds and commercial practices. In engaging with these diverse actors, I identified three key challenges and insights. First, the greatest challenge: Sino‑foreign parties hold fundamentally different understandings of the rules governing joint ventures. The Japanese shareholders and the acquiring entity focused solely on the general principle of free equity transfer, assuming that a thirty‑day notice by email without response would suffice to effect the transfer. Yet they overlooked that this was a Sino‑Japanese joint‑venture pharmaceutical firm, where both sides had expressly stipulated in the joint‑venture agreement and articles of association that any equity transfer constituted a material matter requiring unanimous approval by all directors. Japanese business culture places greater emphasis on the freedom of property‑rights transfers, paying less heed to the long‑term cooperative obligations inherent in a joint venture. Consequently, the two sides’ interpretations of the same governing documents were diametrically opposed. Coupled with time‑zone differences in cross‑border communication and fragmented email evidence, the case required six court hearings over two full years to complete the first‑instance proceedings, with evidentiary burdens and defensive strategies far more demanding than those in ordinary mainland Chinese commercial cases. Second, the threshold for reviewing foreign‑related evidence and applicable law is significantly higher. As this case involved foreign elements, we first had to determine the proper governing law; every email and record of cross‑border communication from the Japanese parties had to be meticulously verified and organized. Moreover, the opposing side habitually cherry‑picked isolated excerpts—selecting particular email fragments or invoking single statutory provisions—to support its claims, deliberately sidestepping the original context of their joint R&D collaboration on pharmaceutical products. To counter such tactics, we were compelled to comprehensively reconstruct the entire factual narrative, structuring our defense simultaneously along two dimensions: procedural compliance and subjective good faith—only then could we establish a coherent, closed evidentiary chain.

Returning to the lessons this case has taught me: First, clients of cross‑border joint ventures must place great emphasis on both the company’s articles of association and the joint venture agreement. Many foreign investors, when engaging in equity transactions, focus solely on price and closing, often overlooking the specific restrictions set forth in the articles. However, the court’s ruling in this case makes clear that the initial articles of association, jointly signed by all domestic and foreign shareholders, are legally valid and binding on all parties—both inside and outside China. Consequently, if a cross‑border equity transfer fails to comply with the articles, the company is entitled to refuse to process the registration of the change. This is a critical risk‑management consideration that every Sino‑foreign joint venture should heed. Second, when handling international disputes, lawyers cannot rely exclusively on a single legal perspective; they must also take into account the business mindsets of both Chinese and foreign parties. Foreign clients and counterparts operate according to their own established commercial transaction logic, while mainland joint ventures tend to prioritize personal relationships and long‑term cooperation. As counsel, I must translate my client’s commercial objectives and quantifiable losses into legally recognized facts that the court can accept, bridging the cognitive gaps arising from cultural differences and helping the judge discern the true intent behind the cross‑border transaction. Third, the focus of international legal services should be shifted upstream. At its core, this two‑year litigation stemmed from the failure to thoroughly review the joint venture’s unique rules during the equity‑transaction phase. Today, when advising foreign‑invested and cross‑border joint‑venture clients, I always proactively warn them that cross‑border equity transfers cannot simply follow the standard rules governing ordinary limited companies. Instead, they must simultaneously scrutinize both the joint venture agreement and the articles of association, thereby preemptively mitigating the risk of cross‑border equity disputes.

In sum, when dealing with parties from different legal jurisdictions and cultural backgrounds, the greatest challenge lies not in procedural matters such as language or service of process, but in the ability to transcend divergent commercial mindsets, systematically organize facts and evidence, and balance statutory rules with the logic of cross-border business cooperation—qualities that constitute the core professional competence of a commercial lawyer handling international cases.

Q: Why did you choose to join Taihe in the first place? What aspects of Taihe attracted you?

A: I have always believed that there is a destined connection between one’s career, the people one works with, and the platform one chooses. When I decided to join Taihe, it was precisely a serendipitous, mutually beneficial fit. I trust that everything happens for the best. There are three key qualities that make Taihe especially appealing to me. First, it is a mature, well‑rounded, integrated professional platform. The firm brings together experts across diverse fields—corporate IPOs, intellectual property, fund and trust management, international law, and more—and operates under a unified, end‑to‑end model. This enables rapid mobilization of top‑tier expertise, the formation of specialized teams, and the delivery of comprehensive, multi‑faceted legal services that meet clients’ varied and complex needs, thereby creating exceptional, highly professional value. Second, it offers warm, pragmatic support. The administrative team consistently puts lawyers first and prioritizes service, providing meticulous, attentive logistical assistance that allows me to set aside mundane concerns and focus entirely on case management and client service—deepening my expertise and staying fully committed to my practice. Third, it provides a comfortable, elegant office environment. With its well‑organized, functional layout and a clean, inviting atmosphere, the space fosters concentration, boosts productivity, and helps me maintain an optimal state of professional performance.

Q: How is Taihe’s “passing on knowledge and mentoring” culture reflected in you?

A: The rich tradition of mentorship and knowledge‑sharing—“passing on the torch, helping and guiding”—at Taihe resonates deeply with me. This sense of alignment stems from two pivotal chapters in my life. When I served as a legal counsel at a state‑owned enterprise, the workplace operated on a master‑apprentice model; the skills I now wield with ease in handling corporate legal matters were all honed under the meticulous guidance of my mentors. Many practical tips and risk‑management techniques were generously shared by my seniors, who poured their wisdom into my learning. In addition, I once apprenticed in traditional martial arts. Through that journey, I came to appreciate the profound meaning of mentorship: a master teaches not only forms but also the underlying principles and moral character. With a guide by one’s side, one can avoid detours and accelerate growth. Having personally experienced the warmth and support of those who came before, I have remained grateful and committed to carrying forward this legacy. Today, as a mentor within my firm, I steadfastly emphasize hands‑on, practical instruction, sharing my experience without reservation. From drafting basic documents and organizing evidence to filing case files, as well as developing case‑analysis frameworks, refining courtroom‑response strategies, and honing client‑communication skills, I lead young lawyers through every stage, encouraging deep, immersive practice. After each case, we conduct timely debriefs and summaries, providing comprehensive support to help newcomers solidify their fundamentals and cultivate a professional mindset. I firmly believe that the essence of mentorship lies in sincerity and real‑world application. Watching young lawyers steadily mature, refine their expertise, and grow stronger fills me with genuine satisfaction. I look forward to seeing them flourish, surpassing their mentors and ensuring that the culture of “passing on the torch, helping and guiding” endures across generations, passed down like a flame that never fades.

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