On July 29, 2026, the Llinks Shenzhen office, in collaboration with LCOUNCIL, successfully hosted a seminar titled "Case Analysis of Liquidated Damages, Deposits, and Compensatory Damages in Judicial Practice." Focusing on core breach of contract liability clauses in commercial transactions and equity investment Valuation Adjustment Mechanism (VAM) agreements, the event attracted over 50 corporate legal counsels and heads of investment businesses. Llinks Partner Alex Huang and Contractual Partner Shawn Qiu served as the keynote speakers. Drawing on typical cases from the Supreme People's Court, they deeply analyzed the application rules of the "three funds," strategies for adducing evidence in litigation, and risk avoidance schemes for contract clauses.
During the sharing session, Llinks Contractual Partner Shawn Qiu, referencing relevant typical cases from the Supreme People's Court, deconstructed the mainstream adjudicative logic in general commercial contract disputes. Mr. Qiu elaborated on the criteria for defining direct losses, indirect losses, and loss of expected profits, and meticulously outlined five calculation methods and four restrictive rules corresponding to expected profits. Concurrently, addressing common special clauses such as compensation caps, non-adjustable liquidated damages agreements, and late payment interest, Mr. Qiu shared relevant evidentiary strategies for adjusting liquidated damages and risk avoidance recommendations during the contract drafting stage. This sharing was highly tailored to the daily work scenarios of corporate legal departments, such as contract review and dispute response.
Subsequently, Llinks Partner Alex Huang focused on the practical pain points widely concerned by enterprises in the investment and financing sector. He detailed the legal attributes of four types of funds: deposits, capital occupation fees, liquidated damages, and compensatory damages, as well as the common considerations in judicial review when claiming overlapping funds. By integrating multiple Supreme People's Court precedents related to VAMs, Mr. Huang differentiated the liability constraint requirements under various scenarios, such as shareholder VAMs versus target company VAMs. He also shared legal response strategies for disputes over excessive liquidated damages, reference templates for compliance clauses, and common evidence lists for litigation, providing a comprehensive compliance reference framework for enterprises drafting subsequent VAM repurchase agreements.
The offline seminar concluded successfully in an enthusiastic atmosphere of exchange. During the tea break and post-event sessions, attendees engaged in in-depth, one-on-one discussions with the two lawyers regarding complex practical issues in their daily corporate operations, such as sales and lease disputes, equity financing, and VAM repurchases. Looking ahead, Llinks will continue to deeply cultivate the field of commercial legal practice, collaborate with various partners, and persistently build professional platforms for communication between lawyers and enterprises. This commitment aims to provide industry practitioners with more learning and networking opportunities that are both professional and practical, assisting enterprises in resolving core compliance perplexities and difficulties in rights protection.
