Onshore transactions continued to gain strength, while in offshore transactions the direct shareholding structure outperformed the VIE structure.

August 29, 2025, Han Kun Law Offices ("Han Kun") officially released the "Han Kun 2024 VC/PE Data Analysis" (English Version) (the "Report"). The online version of the Report has been successfully launched on the firm’s website:

https://www.hankunlaw.com/upload/portal/20250829/48971b4e1367307589812a8c3b245c95.pdf

In the Report, Han Kun assesses data from the VC/PE transactions the firm worked on as legal counsel in 2024 and analyzes the investment structures and key legal terms commonly used in such transactions. At the same time, Han Kun horizontally compares the data collected from nearly 4,100 VC/PE transactions closed in the previous eight years, illustrating the evolving trends and changes in the investment structure and key legal terms.

Part I

Part I of the Report is an executive summary which highlights the trends and characteristics of the VC/PE transactions in 2024:

  • The volume of transactions continued to decline while the average deal value showed a slight increase.
  • The percentage of early-stage investments continued to rise. 
  • Onshore transactions continued to gain strength, while in offshore transactions the direct shareholding structure outperformed the VIE structure.
  • Favorite domiciles for investee companies’ principal business operations: Beijing, Shanghai and Shenzhen.
  • Hot sectors for VC/PE investment: Artificial intelligence and biomedical.
  • Transactions initiated by strategic investors trended upward.
  • VC/PE transactions with pre-signed term sheet reached an eight-year low.

Part II

The second part of the Report focuses on the key legal provisions in VC/PE transactions and summarizes the trends in recent years. These provisions include: pre-emptive right, right of first refusal, co-sale right, redemption right, anti-dilution right, drag-along right, dividend preference, protective provisions, board composition, employee equity incentive plans, liquidation preference, restrictions on founders, share transfer by founders, information right and inspection right, survival period of representations and warranties, indemnification and founders’ personal liability, restriction on investors, most-favored nation clause, valuation adjustment mechanism and governing law and dispute resolution.

Han Kun has been publishing VC/PE data analysis reports for nine consecutive years.  Based on its own industry experience and observations, Han Kun hopes that the 2024 VC/PE Data Analysis will provide a valuable reference for the development of the VC/PE market. 

About Han Kun Law Offices

Han Kun is a leading full-service law firm in China.  Over the years, Han Kun has been widely recognized as a leader in complex cross-border and domestic transactions and compliance matters. Our main practice areas include private equity, mergers and acquisitions, international and domestic capital markets, investment funds, asset management, compliance, banking and finance, aviation finance, foreign direct investment, antitrust/competition, data protection, private client/wealth management, intellectual property, bankruptcy and restructuring and dispute resolution. We have more than 800 professionals located in Beijing, Shanghai, Shenzhen, Hong Kong, Haikou, Wuhan, Singapore, New York City and Silicon Valley. All our lawyers are graduates of top universities and have extensive experience in complex cross-border transactions and dispute resolution as counsel to both Chinese and foreign clients.

For more information about Han Kun, please visit:

Official Website: https://www.hankunlaw.com/en/

Official WeChat Account: 汉坤律师事务所 (WeChat ID: hankunlaw)

Email: [email protected]