Sophia Tong

SOPHIA TONG has experience in both adversarial and transactional matters.

In her adversarial practice, she focuses on international commercial arbitration and cross-border dispute resolution. Sophia has acted for clients in international arbitration cases conducted under various institutional and ad hoc rules (including the ICC, HKIAC, SIAC, LCIA, UNCITRAL, and CIETAC) and in a wide variety of areas (including shareholders disputes, biotechnology, “bet-the-company,” and investments). She has also represented clients before the Hong Kong courts in arbitration-related setting aside and enforcement proceedings, as well as cross-border enforcement proceedings in Mainland China. In addition to international arbitration, Sophia also has expertise in insolvency and contentious restructuring, representing clients in some of the largest and complex winding-up and scheme of arrangement matters in Hong Kong and other jurisdictions. Sophia also has broad experience in commercial litigation, and investigations arising under the Foreign Corrupt Practices Act (FCPA). She has also co-authored a number of articles on international commercial arbitration and contentious restructuring.

Sophia is fluent in English and Mandarin.

Recent experience includes*:

Representative International Adversarial Experience

• Representing Ting Chuan (Cayman Islands) Holding Corp in litigation proceedings in the Cayman Islands. The issue related to whether a winding-up petition brought by the opposing side should be stayed in favour of arbitration. The proceedings were appealed all the way up to the Judicial Committee of the Privy Council, which ruled in favour of the client’s position in Ting Chuan (Cayman Islands) Holding Corp v FamilyMart China Holding Co Ltd (JCPC 2020/0055). The judgment represents one of the most legally significant developments in the areas of arbitration and insolvency in recent years and will have a wide-ranging impact throughout the common-law world.
• Representing a Taiwanese conglomerate in an ICC arbitration seated in Beijing and related litigation proceedings in the Cayman Islands against a Japanese group. The parties’ dispute arose out of a joint venture arrangement in the PRC.
  • Defending the subsidiaries and affiliates of a group headquartered in the Netherlands in the family education entertainment industry against a group of companies with a parent listed on the Hong Kong Stock Exchange in an ICC arbitration seated in Hong Kong, in relation to the termination of a joint venture.
• Representing a leading pharmaceutical group based in China in HKIAC arbitration relating to the termination of its distribution and licensing agreement with a pharmaceutical company headquartered in Canada. The dispute was governed by New York law, with PRC laws, regulation and practice relating to the pharmaceutical and drug industry also relevant in the arbitration.
• Representing an Israeli electronics company against a Hong Kong subsidiary of listed Chinese state-owned company in an arbitration administered by CIETAC Hong Kong.
• Representing a Cayman subsidiary of a Hong Kong listed company in a multi-million dollar executive compensation dispute under the ICC Rules following the acquisition and subsequent restructuring of the PRC-based franchise business of a Fortune 500 company.
• Defending a shareholder of a major telecommunications company with operations in the Middle East and Eastern Europe as respondent in a series of London-seated LCIA shareholder arbitrations brought by multiple state-owned and private entities.
• Representing a major Taiwanese client in a multibillion-dollar trust dispute, one of the highest-value and most complex matters currently being litigated anywhere in the world, involving court proceedings in Hong Kong, Bermuda, British Virgin Islands, Taiwan and the U.S.
• Represented a subsidiary of a Hong Kong-listed company in defending an application to set aside a partial arbitral award (on merits) before the Hong Kong High Court, and enforcement proceedings in the Hong Kong High Court and courts in Mainland China.

Representative Insolvency, Contentious Restructuring and Litigation Experience

• Represented Kaisa Group Holdings Ltd. on the approximately US$12.3 billion offshore debt restructuring through the dual parallel schemes of arrangement at two different entities in their relevant jurisdictions. This is the largest offshore debt restructuring of a Chinese real estate company that has been sanctioned to date. This deal was named “Restructuring and Insolvency Matter of the Year” at Law.com International’s Asia Legal Awards 2025 and “Deal of the Year” by China Business Law Journal in 2024.
• Representing Shimao Group Holdings Limited on the restructuring of its US$11.5 billion in offshore debt. The restructuring was conducted in parallel with bilateral restructurings of certain other offshore debts outside of the scope of the scheme totaling US$2 billion. This deal is one of the largest China real estate restructurings. The deal was named “Deal of the Year” by China Business Law Journal 2024 and recognized as “Best Property Deal: China Offshore” by FinanceAsia Achievement Awards in 2025.
• Represented Sunac China Holdings Limited (Sunac) in the restructuring of its US$10.2 billion offshore debt. It is the largest offshore restructuring transaction completed by a Chinese property group and it achieved both the highest supporting rate and the highest deleveraging ratio of recent offshore schemes in this sector. The deal was recognized as the “Restructuring Deal of the Year” by IFLR Asia-Pacific Awards 2024. The deal also won the “Asia-Pacific Restructuring” award at International Financing Review’s IFR Awards 2023 and the “Turnaround Deal” award at the IFR Asia Awards 2023.
• Advised a Hong Kong-listed company subject to a winding-up order granted by the Hong Kong Courts on various legal issues including potential avenues of appeal and post-liquidation restructuring.
• Advised and coordinated the legal strategy for Shinsun Holdings (Group) Co., Ltd, a Hong Kong-listed and Chinese real estate developer, in relation to its successful application to strike out the winding-up petition in the Cayman Island courts, on the basis that the petitioner lacked standing to commence the proceedings. The petitioner was an investor of a publicly issued U.S.-dollar-denominated notes issued by the Hong Kong listed company but held in a typical “global notes structure,”. The decision (reported at Re Shinsun Holdings (Group) Co., Ltd. FSD 192 of 2022 (DDJ)) was a landmark decision in the common law world and was later considered with approval by the Hong Kong courts in Re Leading Holdings Group Limited [2023] HKCFI 1770.
• Representing Leading Holdings Group Limited in striking out a winding-up petition on the grounds that the petitioner, an investor of a publicly issued U.S.-dollar-denominated notes issued by a Hong Kong listed and held on a “global notes structure,” lacked standing to present the Petition. The decision has far-reaching implications. This is the first occasion a Hong Kong court has had to decide the issue of standing of an investor of a global note to present a winding-up petition as a contingent creditor.
• Assisting multinational companies from various industries, including pharmaceutical and life sciences, in conducting internal investigations arising under FCPA.
• Advised Modern Land (China) Co., Limited in respect of various Hong Kong law issues related to its successful holistic offshore debt restructuring and its application for a scheme of arrangement in the Cayman Islands court. The amount of debt to be compromised under the scheme could be over US $1 billion.

Representative Transactional Experience

• Xiaomi Corporation in its approximately US$5.4 billion initial public offering on the Hong Kong Stock Exchange. This is the first-ever Hong Kong offering to adopt a dual-class share structure and the first to list under Hong Kong’s new regime for innovative technology companies.
• The underwriters in the US$285 million Hong Kong IPO of CStone Pharmaceuticals.
• VCREDIT Holdings Limited in its US$163 million Hong Kong IPO.
• Yixin Group Limited in its spin-off from Bitauto Holdings Limited (China) via a US$870 million Hong Kong IPO.
• Guangdong Kanghua Healthcare Co., Ltd. in its US$114 million Hong Kong IPO.

*Includes matters completed prior to joining Sidley.