Davis Polk & Wardwell LLP advised Metallurgical Corporation of China Ltd. (MCC) on its global offering of H shares, consisting of an initial public offering on the Hong Kong Stock Exchange and an international offering in reliance on Rule 144A and Regulation S, with a concurrent offering of A shares listed on the Shanghai Stock Exchange. These together comprised a US$5.3 billion offering of common stock, representing the largest IPO in Hong Kong and the second-largest IPO in the world in 2009. Morgan Stanley Asia Limited, Citigroup Global Markets Asia Limited, China International Capital Corporation Hong Kong Securities Limited and CITIC Securities Corporate Finance (HK) Limited acted as joint bookrunners and joint lead managers for the global offering.

Based in Beijing, China, MCC is principally engaged in engineering and construction, resources development, equipment manufacturing and property development and is one of the largest engineering and construction companies in the world.

The Davis Polk corporate team included partner Show-Mao Chen of the Beijing office and associates Gregory Wang of the Hong Kong office, Li He of the Beijing office and Harold Tin of the Hong Kong office. Partner John D. Paton and associate Brian Radigan of the London office provided tax advice. Partner Nora M. Jordan and associate Catherine L. Martin of the New York office provided 1940 Act advice. Counsel William B. Hoffman and associate Susan Hutner of the Washington DC office provided other regulatory advice. Ping (Clarice) Wei, Wei Zhang and Nian Liu were the legal assistants on the transaction.