Leon Chua

Partner

Capital Markets & IPOs, Corporate M&A, Shareholders' Agreements, Joint Ventures, Banking & Finance Advisory, Commercial Court Litigation, Shareholder Disputes, Employment Law, Immigration Appeals & Judicial Review, Residential Landlord & Tenant, Public Law & HRA

Leon Chua (蔡汝安). Partner. Admitted as a Solicitor of England and Wales, 2010.

Leon is a partner at Duan & Duan UK LLP. His transactional practice covers capital markets and IPOs (HKSE, SSE, SZSE including ChiNext, BSE, TWSE and TPEx), mergers and acquisitions, shareholders' agreements and joint ventures, banking and finance advisory for lender-side work, commercial contracts, and corporate establishment. His contentious practice spans Commercial Court and Chancery Division litigation, employment disputes and High Court injunction work, public law and Human Rights Act claims, immigration appeals and judicial review, and residential landlord-and-tenant litigation.

Long-term clients include several of China's leading airlines, alongside clean energy, pharmaceutical, industrial computing, consumer technology, hospitality, food and beverage, and professional services groups with UK–Greater China touchpoints. Leon also acts for UK and international banks, including Chinese policy banks, and for founders, senior executives and individuals. He practises in English; for Chinese-language matters he works alongside Mandarin and Cantonese-speaking colleagues in the London office, and with the Duan & Duan international network of more than 40 offices worldwide when a UK matter has a foreign limb. Leon's profile on the Duan & Duan parent firm website is also available at duanduan.com →.

The transactional-plus-contentious combination is deliberate. Leon drafts transaction documents with the realistic contours of a future dispute in mind, and conducts litigation with a detailed command of the underlying commercial paper. That dual footprint matters when a dispute turns on the wording of an SPA, a shareholders' agreement, or a suite of cross-border intra-group contracts.

Representative matters

Matters involving private clients are described in anonymised terms. Matters of public record are named with their neutral citations.

Publicly reported and higher-court matters

HungryPanda AU Pty Ltd & Ors v Yan Liu & Ors [2025] EWHC 1512 (Comm). Acting for the first and third defendants in substantial cross-border Commercial Court proceedings before Peter MacDonald Eggers KC (sitting as a Deputy Judge of the High Court), arising out of an asset purchase agreement covering the Easi online food delivery business in Australia, Japan and New Zealand. The judgment awarded damages of £11.7 million.
Security Industry Authority v Josoemag Services Ltd [2025] EWHC 1381 (KB). Acting for the successful respondents (a security staffing company and its directors), who brought a claim against the Security Industry Authority under section 8 of the Human Rights Act 1998, alleging that the regulator had wrongfully interfered with their right to peaceful enjoyment of property contrary to Article 1 of the First Protocol to the European Convention on Human Rights, in the course of its activities under the Private Security Industry Act 2001. Mr Justice Kerr dismissed the SIA's appeal. The judgment is a leading authority on the circumstances in which a statutory regulator's exercise of its powers may engage Convention rights and give rise to a claim for damages, and on the interaction between CPR 17.4 and the flexible limitation period under section 7(5) of the Human Rights Act 1998.
R (Wang & Anor) v Secretary of State for the Home Department [2021] EWCA Civ 679; [2023] UKSC 21. Acting for the applicants in a judicial review that became a leading authority on the Tier 1 (Investor) Migrant visa route. The case concerned a structured investment scheme operated by Maxwell Asset Management through which over 100 investors (many of them Chinese nationals) sought to satisfy the £1 million investment threshold then required under the Immigration Rules, and raised the central question whether investors who participated in such a scheme had deployed "money of one's own" within the meaning of the Rules. The Court of Appeal overturned the Upper Tribunal's decision and ruled in favour of the investors; on further appeal, the Supreme Court unanimously restored the refusal, establishing the principle that the Immigration Rules must be interpreted with an "unblinkered" approach to the underlying facts. The case was reported in Free Movement, the UKSC Blog and the Electronic Immigration Network.
Lee Ling Low v Secretary of State for the Home Department [2010] EWCA Civ 4. Earlier Court of Appeal public law work on immigration and human-rights grounds.

Capital markets, corporate and commercial transactions

Leon has acted on initial public offerings and pre-IPO legal due diligence for issuers listing on HKSE, SSE, SZSE (including the ChiNext Market), BSE, TWSE and TPEx. He produces formal English-law legal opinions for inclusion in prospectuses and listing applications, covering corporate structure, share capital, material contracts, real estate, employees, IP, tax, related-party transactions, litigation, regulatory compliance, sanctions and OFAC exposure, environmental matters, and listing compliance. He coordinates with PRC, Hong Kong and Taiwanese counsel, sponsors, reporting accountants, and where relevant the Securities and Futures Commission of Hong Kong, and handles dual-listing structures where a PRC parent already listed on the mainland seeks admission to the HKSE Main Board.

HKSE Main Board dual listing for a pharmaceutical group. Acting as UK legal counsel to a PRC-headquartered pharmaceutical group on the UK-law aspects of its proposed dual listing on the Main Board of the Hong Kong Stock Exchange, covering UK subsidiary due diligence and the formal English-law legal opinion for the prospectus and submissions to the HKSE and SFC.
Beijing Stock Exchange listing for a clean energy group. Acting as UK legal counsel to a PRC-headquartered clean energy group on the UK-law aspects of its proposed BSE listing, including separate formal English-law legal opinions on two UK operating subsidiaries.
SZSE ChiNext or BSE A-share listing for a consumer technology group. Acting as UK legal counsel to a PRC-headquartered consumer technology group held through a Hong Kong intermediate holding company, on the UK-law aspects of its proposed A-share listing on either the ChiNext Market of the SZSE or the BSE, including UK subsidiary due diligence and an English-law legal opinion.
Taipei Exchange listing for an industrial computing group. Acting for the UK operating subsidiary of a Taiwan-headquartered industrial computing group (itself the downstream subsidiary of a Taipei-listed electronics manufacturer) on UK legal due diligence for the ultimate parent's proposed TPEx listing, covering corporate structure, banking and security, insurance, material contracts, employment and intra-group arrangements, in coordination with Taiwanese counsel.
UK target acquisition by a UK trading company. Advised a UK trading company on its proposed acquisition of 100% of the issued share capital of a privately-held UK target, from heads of terms through SPA negotiation and completion.
UK master-franchise rollout for an international franchisor. Advised the UK arm of an international franchisor on its master-franchise structure and the operating-company arrangements for its UK rollout.
UK–China joint venture shareholders' agreement. Structured and negotiated an SHA and articles for a UK-based JV between a Chinese-headquartered group and UK partners, covering deadlock, reserved matters, exit, drag / tag, and valuation mechanics.
Pre-IPO corporate restructuring. Advised on restructuring of a Chinese-headquartered group's UK operations to position the UK subsidiary for an onward listing or fundraising, including intra-group transfers and employee share-scheme alignment.
Cross-border franchise, distribution and supply arrangements for aviation, consumer and hospitality brands expanding into or from the UK, covering brand licensing, exclusivity, territorial and quality-control provisions.
UK market entry. Long-term advice to Chinese-headquartered businesses entering the UK market on company formation, director and shareholder structuring, UK GDPR compliance, commercial registration, and initial employment documentation.
General corporate advisory for established UK subsidiaries of the long-term client base, covering board resolutions, intra-group service agreements, and routine regulatory filings.

Banking and finance advisory

Leon issues English-law legal opinions in connection with international syndicated lending and related loan-administration matters, including for Chinese policy banks acting as lenders under multi-billion US dollar credit facilities with multinational corporate borrowers. He also acts for UK and international banks on lender-side lending and due diligence to UK subsidiaries of Chinese-headquartered corporate groups.

English-law opinion for a Chinese policy bank on a multi-billion USD syndicated facility. Issued a formal English-law legal opinion for a major Chinese policy bank, as a lender of record, on the internal transfer of its loan participations under a multi-billion US dollar English-law syndicated credit facility with a multinational commodities trading group, addressing continuity of rights and obligations on a change of facility office from head office to its Shanghai branch.
Lender's counsel on UK corporate facilities. Acts for UK and international banks on facility documentation, security packages, legal opinions and completion processes for senior and mezzanine lending to UK operating subsidiaries of Chinese-headquartered corporate groups.
Legal due diligence for bank lenders. Conducts full corporate, commercial, employment and regulatory due diligence on UK borrower groups on behalf of bank clients, including material contracts, employment arrangements, regulatory permissions, litigation exposure, and real-estate security.
KYC, beneficial ownership and sanctions screening. Advises banks on UK KYC compliance, persons-of-significant-control (PSC) analysis, and UK / EU / OFSI sanctions screening in connection with cross-border lending and account-opening.
Syndicated and bilateral facility documentation. Review and negotiation of LMA-based facility agreements, intercreditor and subordination documentation, and associated security (debentures, share security, legal mortgages over UK commercial real estate).

Commercial Court and Chancery Division litigation

Breach of warranty and indemnity claims post-M&A. Acts for buyers and sellers in post-completion warranty and indemnity claims, including disclosure-letter arguments, W&I insurance recovery, and onward High Court proceedings.
Section 994 Companies Act 2006 unfair prejudice petitions. Represents majority and minority shareholders, including applications for interim relief, directions on valuation, and negotiated buy-outs.
Restrictive covenant and restraint injunctions. Applications for interim injunctive relief to enforce restrictive covenants in service agreements and restraint provisions in shareholders' agreements, including without-notice relief and springboard-injunction claims.
Breach of contract, distribution and supply-chain disputes with a UK–Greater China dimension, acting for claimants and defendants on contract terminations and consequential claims.
Debt recovery and insolvency-adjacent proceedings. High Court debt claims, statutory demands, winding-up petitions, and defending applications to set aside statutory demands.
Professional negligence claims against solicitors, accountants and other professionals, for claimants and on the defence side.

Employment

PRC-listed group UK subsidiary redundancy programme. Advised a UK operating subsidiary on a redundancy programme affecting its UK workforce, including at-risk notifications, individual and collective consultation (including collective consultation under section 188 of the Trade Union and Labour Relations (Consolidation) Act 1992 where thresholds were engaged), and settlement options.
Individual termination and ACAS early conciliation. Acted for a UK employer in an individual termination matter and the subsequent ACAS early conciliation process, including drafting of termination documentation and engagement with ACAS.
Employment and TUPE aspects of a UK target acquisition. Advised on the TUPE aspects of a UK target acquisition by an overseas parent, including information and consultation obligations, measures letters, harmonisation of terms, and post-completion integration of senior management.
Senior executive exit and settlement. Advised a senior executive on exit negotiations and a settlement agreement, including post-termination restrictions and garden-leave arrangements.
Employment Tribunal and Employment Appeal Tribunal proceedings for claimants and respondents, including unfair and constructive unfair dismissal, discrimination (age, race, sex, disability, religion or belief, sexual orientation), whistleblowing detriment, and unlawful deductions claims. On the employer side, also acts in urgent High Court injunction applications to enforce restrictive covenants against departing senior employees.
Modern employment documentation. Staff handbooks, data-protection and monitoring policies, AI-use policies, hybrid and remote-work policies, whistleblowing policies, and anti-harassment and equality policies.

Immigration appeals and residential landlord-and-tenant litigation

Leon's immigration work includes appeals before the First-tier Tribunal, the Upper Tribunal and the higher courts, and judicial review of Home Office decisions in the Administrative Court. His residential landlord-and-tenant practice acts for both landlords and tenants on possession, deposit protection, disrepair, service-charge and unlawful-eviction claims.

First-tier Tribunal (Immigration and Asylum Chamber) appeals against Home Office decisions on entry clearance, spouse and partner visas, family reunion, deportation, and human rights claims, including witness evidence, skeleton arguments and country-information material.
Upper Tribunal error-of-law appeals. Appeals from the FTT to the Upper Tribunal, including permission-to-appeal applications, error-of-law hearings, and subsequent remittal or re-making of the decision.
Judicial review of Home Office decisions in the Administrative Court and Upper Tribunal (IAC) of refusals of leave, certification decisions, removal directions, and failure to grant "section 3C" leave, including urgent injunctive relief to prevent removal.
Tier 1 (Investor) and settlement matters. Advice on settlement (ILR), long-residence, and complex legacy routes, and on public-law challenges where those applications are refused.
Article 8 ECHR deportation and exception claims on private- and family-life grounds, and exception claims under section 117C of the Nationality, Immigration and Asylum Act 2002.
Forfeiture for breach of covenant and rent arrears. Acting for residential landlords in forfeiture proceedings for non-payment of rent and material breaches of covenant, including possession and money judgments, and for tenants seeking relief from forfeiture.
Defending possession proceedings for residential tenants under section 8 and section 21 of the Housing Act 1988, including procedural challenges, Deregulation Act 2015 defences, and tenant counterclaims.
Tenancy deposit protection claims under section 213 of the Housing Act 2004, including applications for the statutory 1x–3x penalty and defences for landlords who have remedied protection late.
Disrepair and housing conditions claims under section 11 of the Landlord and Tenant Act 1985 and the Homes (Fitness for Human Habitation) Act 2018, including injunctive relief requiring works and damages for loss of amenity.
Service charge and leasehold management disputes in the First-tier Tribunal (Property Chamber), including reasonableness challenges under sections 19 and 27A of the Landlord and Tenant Act 1985.
Unlawful eviction and housing-conduct claims for tenants under the Protection from Eviction Act 1977 and at common law.

Qualifications: Admitted as a Solicitor of England and Wales, 2010.

Contact Leon