KE Holdings Inc. (Beike)’s Dual Primary Listing in Hong Kong

Harneys acted as Cayman Islands to Beike, Freshfields Bruckhaus Deringer as to Hong Kong law, Skadden, Arps, Slate, Meagher & Flom LLP as to US law and Han Kun Law Offices as to PRC law. Davis Polk & Wardwell acted as Hong Kong counsel and Jingtian & Gongcheng acted as PRC counsel respectively to Goldman Sachs Asia L.L.C. and China International Capital Corporation Hong Kong Securities Limited acting as the joint sponsors.

KE Holdings Inc. (NYSE: BEKE), which operates “Beike” as a leading integrated online and offline brokerage platform for mainland China housing transactions and services, announced the dual primary listing of its class A ordinary shares by way of introduction on the Main Board of The Stock Exchange of Hong Kong Limited 

The Shares commenced trading on the Main Board of the HKSE on 11 May 2022 under the stock code “2423”. The Company’s ADSs (American depositary shares), each representing three Shares, will continue to be primarily listed and traded on the New York Stock Exchange (the NYSE).

Like many Chinese companies listed in the US, KE Holdings adopted the weighted voting rights structure. Harneys previously assisted XPeng with its dual primary listings on the NYSE and the HKSE, which is the first company with weighted voting rights structure that has been dual primarily listed in the US and Hong Kong.

KE Holdings Inc. is a pioneer in building infrastructure and standards to reinvent how service providers and housing customers efficiently navigate and complete housing transactions in China, ranging from existing and new home sales, home rentals, to home renovation and furnishing, and other services. 

The Harneys team was led by Shanghai Corporate Partner Calamus Huang (Picture), supported by Counsel Jessie Xu. Shanghai Managing Partner Vicky Lord also provided support on certain deal specific issues. 

The Freshfields team advising on the transaction was led by partners Teresa Ko and David Yi. They were supported by associates Chongming Ma, Frank Fan, Jiangshan Liu and Jonathan Cheung.

The Davis Polk corporate team included partner Li He, counsel – registered foreign lawyer ­­Ran Li and associates Jennifer Ng and Jeffrey Lee. Partner Martin Rogers and counsel Yuan Zheng and Bo Huang provided regulatory advice. Counsel Alon Gurfinkel and associate Veronica Davis provided tax advice. 

Involved fees earner: Veronica Davis – Davis Polk & Wardwell; Alon Gurfinkel – Davis Polk & Wardwell; Li He – Davis Polk & Wardwell; Bo Huang – Davis Polk & Wardwell; Jeffrey Lee – Davis Polk & Wardwell; Ran Li – Davis Polk & Wardwell; Jennifer Ng – Davis Polk & Wardwell; Martin Rogers – Davis Polk & Wardwell; Yuan Zheng – Davis Polk & Wardwell; Jonathan Cheung – Freshfields Bruckhaus Deringer LLP; Frank Fan – Freshfields Bruckhaus Deringer LLP; Teresa Ko – Freshfields Bruckhaus Deringer LLP; Jiangshan Liu – Freshfields Bruckhaus Deringer LLP; Chongming Ma – Freshfields Bruckhaus Deringer LLP; David Yi – Freshfields Bruckhaus Deringer LLP; Calamus Huang – Harneys; Vicky Lord – Harneys; Jessie Xu – Harneys;

Law Firms: Davis Polk & Wardwell; Freshfields Bruckhaus Deringer LLP; Harneys;

Clients: China International Capital Corporation Hong Kong Securities Limited; Goldman Sachs (Asia) L.L.C.; KE Holdings ;

Sonia Carcano

Author: Sonia Carcano