中文
Lawyer Due Diligence Practice (Recommended for spitting blood!)

Lecture Topic: How Lawyers Handle Due Diligence - Methods, Checklists, and Plans

Due diligence is conducted by lawyers on the New Third Board, mergers and acquisitions, and restructuring IPO、 How should lawyers respond to the preliminary work of state-owned enterprise reform as the first step of the "Long March"?


  • How to conduct due diligence?
  • How to create a due diligence checklist?
  • How to write a due diligence plan?


1、 Due diligence methods


  • Law firms engaged in securities legal business management measures and practice rules, as well as legal provisions for state-owned enterprise reform
  • Legal opinion and lawyer's work report on public issuance of securities
  • Guidelines for Information Disclosure Content and Format of Companies that Publicly Issue Securities No. 1- Prospectus
  • The substantive rules and requirements of the China Securities Regulatory Commission and the stock exchange regarding relevant business sectors


2、 Due diligence subject


  • Scope of Subject Qualification
  • Judgment of substantive conditions
  • Judgment of controlling shareholder and actual controller


3、 Historical evolution


  • Analysis of Typical Problems in Historical Evolution and Investigation Strategies
  • Registered capital, shareholder identity, state-owned investment, gambling agreement, restructuring issues


4、 Related party transactions and interbank competition


  • Identification and investigation methods of related parties
  • Standard grasp and handling methods for industry competition


5、 Main Assets


  • Investigation direction and typical problem analysis of major assets
  • Real estate, land use rights, intellectual property, other fixed assets, other assets, and other assets in use
  • The direction and disposal of asset and capital clearing in state-owned enterprise reform


6、 Business and Qualifications


  • Logic for sorting out business and qualifications
  • Industry situation, basic business processes of the enterprise, and business qualifications


7、 Significant debt and credit


  • Review direction and verification methods for major creditor's and debtor's rights
  • Bank loan contracts, procurement contracts, sales contracts, guarantee contracts, other major transactions, related party claims and debts, other claims and debts


8、 Environmental protection and product quality


  • Key verification points in environmental protection
  • Methods for verifying product quality


9、 Labor security


  • The payment base and payment ratio of social insurance
  • Payment ratio of housing provident fund
  • Labor dispatch and temporary employment
  • The issue of employee placement in state-owned enterprise reform



Who is the speaker this time?

Huang Xing, a lawyer at Hunan Luheng Law Firm, holds a Master's degree in Civil and Commercial Law from Central South University of Economics and Law. Since entering the industry, he has mainly provided a full range of legal services for company listings, New Third Board listings, share issuances, major asset restructurings, mergers and acquisitions, and has assisted Hunan Gurbang Curtain Wall Decoration Co., Ltd. and Hunan Xinyuan Petroleum Co., Ltd. in listing on the National Equities Exchange and Quotations.




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