2025.04.14
JunHe acted as the PRC legal counsel to Mérieux NutriSciences Group (“MXNS”), and advised the company on its recent acquisition of Bureau Veritas, a food testing company in China.
MXNS is a global leader in the food inspection, testing and certification industry. It has a collaborative network of nearly 140 laboratories and over 10,000 employees worldwide.
This transaction was part of MXNS's acquisition of Bureau Veritas, a global food testing business. The acquisition covers testing areas including microbiology, chemical analysis and molecular testing and spans across the Americas, Africa and the Asia-Pacific region. The deal involves 15 countries, 34 laboratories and 1,900 technical personnel. The total value of the acquired enterprise is 360 million euros.
The complexity and challenges in this project include:
（1) Adjusting the structure and procedures of the transaction in China to meet specific Chinese regulations related to foreign investment and foreign exchange management, aiming to realize the commercial terms agreed upon globally;
（2) During the negotiation of the transaction documents, the new Company Law had just started to be enforced and the transition period of the Foreign Investment Law was coming to an end. These laws had to be considered in the Chinese transaction documents to avoid any delays in the transaction ;
（3）Given the tight timeline, the many legal and procedural challenges had to be resolved quickly. For both parties to reach an agreement on the transaction documents, the JunHe team had to respond swiftly and communicate effectively and efficiently.
As the PRC legal counsel to MXNS, JunHe provided comprehensive legal services for the China-related transaction, including legal due diligence, transaction structuring, tax analysis, review and modification of the transaction documents and closing. JunHe's professional, meticulous and efficient legal services were highly recognized by the client.
Partners HUA, Xiaojun (Warren) and Zheng Yu led the JunHe team, and partner ZHENG, Yu was responsible for the specific work. Partner Janet Hui provided great support for the antitrust law-related matters. Partner LI, Shengjie (Selina) offered important opinions on national security review matters and partners ZHAO, Tingting and ZHANG, Qing (Atlas) provided comprehensive analysis and advice on the Chinese tax issues involved in the project.
