Jaclyn Liu is a partner in the Corporate Department of the firm’s San Francisco office. She co-chairs the firm’s Corporate Finance Group. Ms. Liu engages in a general corporate and transactional practice, with special emphasis on corporate counseling of public companies, mergers and acquisitions and the China practice.
Ms. Liu regularly advises public companies on corporate governance matters, including disagreements between board and management, succession planning, investor relations, director and officer fiduciary duties and board “best practices”, and counsels boards and special committees in connection with conflicts of interest, proxy contests and other corporate control efforts. Ms. Liu is outside general counsel to a number of public companies with whom she has worked with for over 10 years and provides big picture, critical value-adding strategic advice. She also counsels public companies on disclosure matters and associated liability considerations, including those relating to the federal securities laws, Sarbanes-Oxley, Dodd-Frank, and NYSE and NASDAQ rules and regulations. Her knowledge of SEC-reporting requirements is a valuable addition to counseling on public-company M&A transactions. Ms. Liu has lectured at seminars and conferences and written articles on various ’33 Act and ’34 Act law matters, and is a staff member of the Practising Law Institute.
Ms. Liu has represented a number of public and private companies in mergers and acquisitions, from small asset acquisitions and divestitures, founder-driven sales and talent acquisitions to multibillion-dollar transactions such as SOFTBANK’s acquisition of Sprint, Intel’s acquisition of McAfee and Mercury Interactive’s sale to HP. In addition, Ms. Liu has been involved in a number of complex cross-border transactions in Asia, Australia and Europe, including NCR Corporation’s acquisition of Israel-based Retalix, Intel’s minority stake in Netherlands-based ASML, PRC-based MicroPort Scientific’s acquisition of the orthopedics business of Wright Medical, DSP Group’s acquisition of the DECT business of Netherlands-based NXP B.V. and McKesson’s acquisition of Israel-based Medcon.
Ms. Liu also has represented a number of well-established Chinese companies in setting up U.S. subsidiaries and counseling them on strategic matters relating to their U.S. operations.
Ms. Liu was named the 2013 Legal Advisor of the Year by M&A Advisor, Law360’s “M&A Rising Stars of 2013” and a winner of the 2012 40 Under 40 West M&A Advisor Awards. Ms. Liu was also recommended as a leading attorney in the field of M&A by Legal 500 USA 2014. Northern California Super Lawyers recognized her as a “Rising Star” in the category of Securities and Corporate Finance in 2011, and as a “Rising Star” in the category of Mergers & Acquisition in 2013.
Ms. Liu was born in Shanghai, China. She is fluent in Mandarin Chinese.
Ms. Liu is a member of the California State Bar and the Bar Association of San Francisco. She is on the advisory board of thecorporatecounsel.net and a board member of the Foundation of City College of San Francisco.
Ms. Liu graduated, cum laude, from Harvard Law School in 1998, where she served as the Co-Editor of the Harvard Law Record. A member of Phi Beta Kappa, Ms. Liu received B.A. degrees
©1996-2016 Morrison & Foerster LLP. All rights reserved.