In Association with Watson & Band

A new way of legal work — for everyone

Massage the relationship. Manage the risk.

I'm a corporate lawyer in Hong Kong. Also a founder. Wife of an entrepreneur. Mother of three. The mix is most of why people come back.

Cermain Cheung · Consultant, OLN Startup Tech

Hong Kong
2009
EN · 粵 · 普

Why companies come to us

Pragmatic legal —
for the way companies actually work.

Most start-ups don't sense they have a legal problem — until they suddenly have an expensive one. You want a commercial lawyer on your side, not a defensive one running a meter. Here's what we see coming, and what we do about it.

You don't always need an international name — you need an agile firm that's responsive, senior, and works like part of your team. Here's where established companies bring us in, and what we take off your plate.

Tap any card to see how we bridge it

  • 01

    You're signing term sheets, SAFEs and shareholders' agreements that no one on your side has actually read.

    We sit on your side of the table and translate every clause into plain commercial English — what it costs you, what's market, and what to push back on.

  • 02

    Your cap table and founder arrangements were never properly papered — and a round, or a split, is forcing the issue.

    We clean it up before it becomes a dispute: founder agreements, vesting, equity splits and option pools, documented properly the first time.

  • 03

    You can't justify a full-time GC, but legal questions arrive every week — and a big-firm meter is terrifying.

    A general retainer gives you a lawyer on call without a full-time cost — predictable, fairly priced, and you stay in control of spend.

  • 04

    Most lawyers draft contracts built to win the fight. Yours need to keep the relationship working.

    We draft for the relationship first — clear, fair and enforceable — so the deal holds together long after signing.

  • 05

    You're going cross-border — PRC, Cayman, BVI, Singapore — and don't know what's “market.”

    Cross-border structuring is core to our practice — and where a matter needs another specialist, we bring them in and manage them for you.

  • 06

    Departures, down-rounds, the hard conversations — no template covers these.

    We've handled the difficult ones before. We tell you straight what your options are — not what you want to hear.

  • 07

    You want to set up an ESOP or share-option scheme to attract and keep key hires — but don't know how big the pool should be, how it vests, or what it costs you.

    We design and document the scheme end to end — pool size, vesting, exercise and leaver terms — sized to your cap table and your next round.

  • 08

    Your IP — code, brand, designs — may not actually be owned by the company; it can still sit with founders, contractors or past employees.

    We make sure the company owns what it's built on: founder and employee IP assignment, contractor terms, trademarks and licensing.

  • 01

    You need in-house legal cover — but a full department, with headcount and overheads, doesn't make sense.

    We act as your outsourced legal team, or second a lawyer into your business — in-house responsiveness, without the fixed headcount.

  • 02

    You assume the more international the firm, the more sophisticated the work — so a matter this important must need a big global name, and the price tag that comes with it.

    It doesn't follow. OLN is a substantial full-service firm — and a member of GlobaLaw, a network of mid-size firms across 75+ jurisdictions with greater combined reach than any single global brand. You get senior, direct attention, plus that bench when a matter crosses borders — without paying for an international letterhead.

  • 03

    Legal spend is unpredictable and hard to budget — the bill always arrives after the work, never before.

    We scope fixed fees and retainers up front, so you know the cost before we start and stay in control of spend.

  • 04

    Acquisitions, key commercial contracts and board governance need senior legal eyes you don't keep in-house.

    We run M&A, high-value commercial agreements and governance end to end — and manage any specialists the deal needs.

  • 05

    You're launching a new product or business line and aren't sure of the licensing, structuring and regulatory footprint.

    We map the legal and regulatory path for the new line — structure, licensing and contracts — so you launch clean.

  • 06

    You're expanding into new markets — the Mainland, Singapore, offshore — and don't know what's “market” or compliant locally.

    Cross-border structuring is core to our practice; we set up the right vehicles and bring in and manage local counsel where needed.

  • 07

    Hiring, restructuring and senior exits keep raising employment-law questions — sometimes across more than one jurisdiction.

    We handle employment end to end — contracts, policies, restructurings and exits — with cross-border coordination where you need it.

  • 08

    A dispute is brewing and you want it resolved commercially — not turned into a war that wrecks the relationship and the budget.

    We manage disputes pragmatically — settle where it's smart, hold firm where it's right — and bring in litigators we trust when a matter has to be fought.

Why it matters who

With a lawyer, the legal knowledge is the baseline — table stakes. Whether the fit is right — whether you actually want this person in the room when it's hard — is what decides it.

Four lenses

What still needs a human.

Four reasons clients keep coming back — not for what I do, but for what software won't see, even when it gets better than us at retrieving the law. Click each lens.

  1. 01
    I see long term.
    My oldest clients have been with me since I was a trainee solicitor.

    Most lawyers sell the last deal. I'm here for the next ten years of risk you haven't met yet. The first contract is the easy one. The third, the fifth, the one you sign with your old co-founder when you both decide to part — those need someone who remembers the original. Relationships compound. AI can't compound. People can.

  2. 02
    I see business.
    Retrieving the law is cheap now. Knowing when it matters is the work.

    I read your deal commercially — what risk you can take, what you can't, what's worth fighting over and what isn't. I'll ask what you actually pay yourself and what you'd do if this round didn't close, because that's the conversation that changes the advice. Software can tell you what's legal. I'll tell you what's smart.

  3. 03
    I see relationship.
    A contract is a relationship playbook. Not a weapon.

    Most people think contracts are for suing. Most cases aren't. A contract is the document where everyone at the table agrees, in advance, how they'll handle the things that haven't happened yet — founders, co-founders, investors, future hires, the company itself. That's the work. And it's why I'm not happy at court: most disputes are communications failures dressed up as legal ones. When a deal must end, I help it end so the parties can still call each other in five years.

  4. 04
    I see AI.
    Use AI for the routine. Spend your legal budget where it changes the outcome.

    Most lawyers are scared of AI. I'm relieved. Half of what founders used to pay lawyers for is pattern — first NDAs, standard reviews, routine resolutions — and AI does pattern beautifully now. So I show you where to use it: what you can safely run yourselves, what to check, and where the model quietly gets it wrong. The point isn't to bill you for less — it's to spend your legal budget where it actually changes the outcome: judgement under uncertainty, with multiple parties, when everyone is tired and someone is unhappy. Use the tool for the routine; keep me for the decisions that matter.

How we actually work

Seven things we promise. In plain English.

  1. 01We understand your business before we open our mouths. Otherwise the advice is legal trivia.
  2. 02We draft for the relationship, not the lawsuit. Most disputes don't go to court — they go to silence.
  3. 03We help your team grow the muscles to solve problems before they need a lawyer.
  4. 04We tell you what you can do yourselves. We don't bill for things you don't need us for.
  5. 05We ask your budget, then quote up front. No meter on every email.
  6. 06We share our network. If you need an introduction, you get one.
  7. 07We write in plain English. If we can't explain it without jargon, we don't understand it yet.

What we do

The work, briefly.

  • 01 Agreement drafting & review Founder docs, SHAs, JVAs, SPAs, NDAs, employment, supplier — everything that holds the business together.
  • 02 Fundraising Pre-seed to Series C. SAFE, convertible, equity. Founder-side throughout. Open the roadmap
  • 03 ESOP & employee motivation Design, document, and implement schemes that align early hires with the long-term build. Open the ESOP map
  • 04 Dispute handling We prefer settlement. We prepare for trial. Read the room first.
  • 05 Negotiation advisory Position papers before the term sheet arrives. Strategy calls when you're at the table.
  • 06 Overseas expansion Hong Kong, PRC, cross-border into Cayman, BVI, Singapore. Plus our trusted local partners worldwide.
  • 07 IP & technology Ownership, assignment and licensing of IP — founder and employee IP assignment, trademarks, and protecting the technology the business is built on.
  • 08 Corporate structuring & governance Holding structures, group reorganisations, board and shareholder governance, and M&A — the company's structure, kept clean.
One point of contact

And for anything outside my own expertise, I bring in the right specialist and run them like a project manager — so you have one point of contact, and one person accountable for the whole thing.

Who we work with

Many kinds of client. One way of working.

  • 01
    Start-ups & emerging companies

    Scaling up, raising rounds, designing the corporate spine that will survive growth.

  • 02
    New investors

    Corporate or individual investors new to start-up / early-stage and unsure what's market.

  • 03
    Fast-growing companies

    Not yet ready for a full-time GC. We're the part-time one.

  • 04
    Corporates

    Whether exploring innovation, business opportunities or extra legal help — we can help.

  • 05
    Universities & research institutions

    Keen to establish an incubation or innovation arm — from structuring the vehicle to IP, spin-outs and licensing.

  • 06
    Companies going cross-border

    Overseas companies entering HK/PRC — and HK/PRC companies expanding overseas. From first market-entry advice to setting up, hiring, contracting and dispute-readiness.

  • 07
    Overseas law firms

    Need reliable Hong Kong legal support? We're the local counsel that responds.

  • 08
    Individuals — family, trust, probate

    Thoughtful, humane advice on sensitive matters — handled with the rest of the team where helpful.

Sectors we know E-CommerceSISaaSCloudFoodTechPropTechDigital AssetsWeb3F&BRetailFashionEntertainmentReal EstateLogisticsFranchised BusinessTradingIoT
Engagement

Two ways to work with us.

You choose the shape that fits the matter — and we tell you up front which one is cheapest for what you actually need.

  • 01

    Project / fixed fee

    Defined scope, quoted up front

    One financing round, one deal, one set of documents. We scope it, fix the price, and you know the number before we start. Best when the work has a clear beginning and end.

  • 02

    General retainer

    A lawyer on call — no full-time cost

    Buy hours in a block and draw them down as work arises — no expiry, no monthly minimum. Quiet months cost nothing; unused hours carry forward. Day-to-day questions, document reviews and a pile of small things — a lawyer on hand, without worrying about a big bill.

Not sure which fits? Tell us what you're working on and we'll point you to the right one — and quote it up front. Send an enquiry

In their words

Clients who keep coming back.

A few words from founders and operators we've worked with — from first seed rounds to ten-year relationships.

OLN has represented us on every fundraising round since our seed. Cermain and Phyllis prepare, negotiate and close every document with real efficiency — and a deep understanding of Hong Kong's investment landscape. They've given us guidance and confidence at every stage.
Stephen Founder, N-hop Fundraising
A client of ten years, and we recommend Cermain wholeheartedly. She cuts to the heart of complex commercial questions, clarifies the legal position fast, and tailors practical, risk-controlled solutions we can act on. Responsive, clear, and genuinely accountable.
Frank Ten-year client · a successful business owner in the PRC Commercial
Cermain's team is among the most professional and efficient we've worked with. They grasp what we need quickly, get straight to the point, and give clear, comprehensive, practical advice on complex issues — always responsive, always reassuring.
Claire CFO, a leading start-up (China) Commercial
Cermain has been a trusted legal partner to me and to Return Helper from day one — consistently thoughtful, responsive, and bringing real professionalism to every matter.
Roy Wan Co-founder & CEO, Return Helper Founder
Thanks to Cermain and Phyllis, our first round of financing negotiations went smoothly and efficiently. Responsive, clear and professional throughout.
Fastlight Tech Early-stage founder team Fundraising
Cermain thinks like a founder, not only a lawyer. She tells us what's worth fighting for and what isn't — and she's still our first call whenever something matters.
Andy Wong Founder, Papabo Group Founder

Shared with each client's permission. Some quotes are translated from Chinese and lightly condensed for length.

Other things I'm building

The same thesis, outside the law firm.

Most business partnerships still run on the same three-corner template — founder, investor, employee. That template is too small for the way value actually gets built today, and too rigid for the way risk actually moves. I'm co-building Mimicu to find better choreography — more parties at the table, more honest about how they share upside and absorb downside.

Side project
Mimicu mascotmimicu
Redefining partnership logic — beyond founder, investor, employee. mimicu.co

The team

Cermain front and centre. Phyllis right next to her.

Cermain Cheung

Cermain Cheung

Consultant · Corporate & Commercial · Startup Tech (co-lead)

Practising in Hong Kong since 2009 — advising founders, funds and regional businesses on M&A, venture capital and cross-border deals. From seed rounds for first-time founders to multi-billion-RMB acquisitions for HKEX-listed groups — always company- and founder-side, many clients for over a decade. Co-leads OLN's Startup Tech team, chairs the Women Initiative APEC of GlobaLaw, and lectures part-time in commercial contract drafting at HKU Law School.

Qualified · Hong Kong (2009) · LLB, HKU Languages · EN · 粵 · 普 cermain.cheung@oln-law.com
Full CV
Phyllis Wong

Phyllis Wong

Senior Associate · Corporate & Commercial · Startup Tech

Hong Kong and England & Wales qualified. Practice centred on emerging companies, M&A and VC. In five years she has led 10+ acquisitions for listed clients, structured VIE/WFOE for pre-IPO groups, and advised founders from seed to Series B across AI, fintech, biotech and proptech.

Qualified · HK (2020) · E&W (2022) · LLB & PCLL, HKU Languages · EN · 粵 · 普 phyllis.wong@oln-law.com · +852 2186 1812
Full CV

Other than work — I'm a (mostly) stay-at-home working mom of three adorable kids, and one handsome kitten.

— Cermain

What can I do for you?

Email. DM. Call. I quote up front.

Educational material only — not legal advice. For advice on your own matter, speak to us directly.