Brinton M Scott

Brinton Scott has more than 28 years of experience in advising private equity, Fortune 500, and large private multinational corporations in various cross-border/international matters including: mergers and acquisitions (including merger controls); reorganizations; joint ventures; construction (Greenfield); investigations (fraud, corruption, and Foreign Corrupt Practices Act; foreign direct investment; employment; intellectual property; and technology and licensing. He has advised clients across a broad array of industry sectors including: aerospace; automotive; chemical; commodities, construction; food and beverage; insurance; medical device; pharmaceutical; publishing; media and entertainment; real estate; and retail.

Brinton has been ranked as a leading corporate/M&A and employment lawyer in Chambers and the Asia Pacific Legal 500 where his clients describe him as “a client-oriented and persuasive practitioner who can make complex Chinese law understandable for non-lawyers” and as a lawyer who is "very good at what he does ... he is very approachable and knows how to direct traffic at the firm. I have a lot of confidence in him." Chambers Asia-Pacific 2015 highlighted Mr. Scott for “his client focus and responsiveness” as well as “his strength in non-contentious insurance matters, particularly on transactional and regulatory issues.”

Education

• Willamette University College of Law (1995)
• Western Washington University, B.A. in Economics (1990)

Certifications

• University of Chicago Booth School of Business Executive Education, Business Leadership for Lawyers (2016)
• East China University of Politics and Law, Certificate in Chinese Law (1994)

Languages

Representative Matters

Key results prior to joining Robins Kaplan LLP include:

Compliance:

• Assisted former firm's white collar practice team from the U.S. to conduct a global risk assessment of a multinational company with extensive operations in China and, following the assessment, designed and implemented compliance program to mitigate compliance risks across the business.
• Advised a multinational manufacturing company on compliance programs, policies, and processes related to various compliance risks, including trade and FCPA compliance, and conducted in-person training at various facilities regarding the same.
• Co-led an internal investigation in China for the board of an international medical device manufacturing company related to potential corruption, fraud, and public accounting disclosures, including large-scale review of Chinese language documents, numerous interviews (including the most senior executives in China), and post investigation related work including termination of employees/teams and various suppliers and distributors.
• Advised a major motorcycle manufacturer in an internal investigation relating to a potential commercial-bribery kick-back scheme related to a trade fair in China.
• Led an internal investigation for a large multinational agricultural company in the PRC involving internal divisions, employees, and external vendors and suppliers and providing advice on applicable anti-bribery, FCPA, employment, and commercial issues arising therefrom.

Mergers & Acquisitions:

• Represented a large multinational property, automotive, and travel insurance company in its acquisition plans in China including the acquisition of a Chinese brokerage and expansion of an agency license and network across China.
• Acted for large European automotive parts manufacturer in relation to its buyout of a 100% interest in a related joint venture and acquisition of land use rights and plant facilities in Shanghai (value totaling approx. US $40 million).
• Advised a large multinational company on the Chinese aspects of a US $950 million sale of its global automotive supplies business.
• Advised a global leader in the development and manufacturing of tungsten carbide wear solutions for soft rock tools in mining, construction and road planning on the Chinese aspects of a €90 million acquisition of a multinational corporation.
• Advised an Indian chemical fiber producer in relation to its RMB ¥200 million acquisition of 70% of a Chinese chemical company in central China.
• Advised a large European chemical manufacturer in connection with the acquisitions and subsequent reorganizations of two leading Chinese chemical distribution companies with operations across China.
• Advised a global chemical company with €2 billion annual turnover on various acquisitions throughout China and internationally including in relation to:
  • A €25million acquisition of a formic acid facility in northern China,
  • a €150 million acquisition of a division of a European chemical producer with operations throughout Asia including China,
  • the establishment of a joint venture via the acquisition of an existing Chinese water treatment chemical production company, and
  • the global acquisition of a business, including operations in China and Hong Kong as well as advising on Chinese merger control issues and asset transfers;
• Advised a Shanghai-based TPA and insurance agent on the sale by acquisition of its business to a large European multi-national insurance entity.
• Advised a global provider of passenger, ramp and cargo handling services in relation to the sale of its 100% interest to a Singaporean ground handling company and the proposed sale of its 50% interest in joint venture with an airport authority in China.

Construction:

• Advised a global chemical company on a RMB $2 billion Greenfield facility project outside of Shanghai.
• Advised a privately-held investor company in relation to:
  • All aspects of a new Greenfield electroplating project in central China including: (i) drafting, negotiating, and finalizing an investment contract with the local industrial park, (ii) conducting site due diligence—especially environmental with respect the industrial park's lack of appropriate licensing and quota to allow it to legally host the factory (multiple sites were reviewed and dismissed before an appropriate site was finally located—and assisting with the acquisition of the underlying land use rights for the project property, (iii) preparing, negotiating, and finalizing the master construction and bidding documents for the project as well as all ancillary agreements such as environmental impact assessment, site supervision, and design contracts, and (iv) establishing the investment entity and holding structure for the project;
  • A US $90 million Greenfield electroplating facility project in the Suzhou Industrial Park, including the land purchase agreement, the construction contracts (master, supervision, architect, and design institute), and all pre- and post- construction-building permits through to the building ownership certification process;
  • An expropriation claim against the Chinese government in relation to changes to China's environmental laws—the environmental regulations had changed so that electroplating was banned in the SIP by the time the client moved to phase II of its project, which rendered the adjoining plot of land unusable to our client's purposes; and
  • Leasing factory facilities and drafting and negotiating an ancillary site build-out contract
• Advised a major European automotive parts and components manufacturer in relation to:
  • The establishment of a joint venture manufacturing entity in Suzhou; and
  • A €45 million Greenfield project in Suzhou, including the land use rights purchase agreement, construction and related agreements, all pre- and post- construction permits, and related work.
• Advised a multinational gelatin producer in relation to:
  • The establishment of three separate gelatin plants via acquisitions valued at approximately US $25 million each (total investment);
  • Establishment of a regional headquarters in Shanghai; and
  • Closing down of a trading company in Tianjin.
• Advised a NYSE listed company in relation to:
  • Setting up a US $120 million holding/investment company to serve as headquarters for its 36 Chinese subsidiaries and base for future Chinese merger and acquisition activities;
  • Establishing a Hong Kong-China CEPA FICE Trading Company in Shanghai, China;
  • Reorganizing a Chinese subsidiary and executing a toll manufacturing arrangement; and
  • Negotiating and finalizing a contracted manufacturing arrangement, including protection of confidential designs and tooling licensing.
• Advised a privately-held European manufacturer of cranes and heavy construction equipment in the establishment of a €90 million investment/Greenfield project in Dalian, China, including the land purchase agreement with an option on adjoining property, the construction contract and related documentation (e.g., site supervision contract and design contract), and all pre- and post-construction permits and related work.
• Advised a leading European manufacturer of semiconductor assembly equipment for a €30 million Greenfield joint venture project to establish a manufacturing facility in Sichuan Province including all aspects of the land-use rights purchase agreement, construction, supervision, and design contracts, and all pre- and post-construction permits and related work.
• Advised a Fortune 500 pharmaceutical company on the establishment of an R&D center in Shanghai, including advising on leases, fit-out contracts for laboratories, acquisition of land for a new facility, environmental due diligence requirements and liaison with government authorities.

• Listed in The Best Lawyers in China (2020)
• Named a “Lawyer of Distinction,” The National Law Journal (2020)
• Ranked in the Chambers Asia Pacific Guidefor China Insurance, Non-Contentious (2015-2018); Insurance, Non-Contentious (2014-2017); Corporate / M&A (2011-2018); Labor and Employment (2011-2012)
• Named a “Leading Employment Lawyer,” Asia Pacific Legal 500 (2012)
• District Governor Award for Excellence in Leadership, Rotary District 3450 (2003)

Professional

• International Bar Association, Member
• Western Washington University Foundation, Director (2019-Present)
• Shanghai American Chamber of Commerce Legal Committee, Chairman (2019-2024)
• Shanghai International Hoteliers' Association, Legal Advisor (2009-2016)
• Jane Goodall Institute Roots & Shoots Shanghai Program, Legal Advisor (2008-2019)
• Rotary China Committee, Member and Legal Advisor (2005-2015)
• Rotary Club of Shanghai, District 3450, President (2002-2003)
• INTA, Member and Anti-Counterfeiting Committee Member (1998-2008)