关于北京三意时代科技股份有限公司股票.pdfVIP

北京君嘉律师事务所 关于北京三意时代科技股份有限公司股票 进入全国中小企业股份转让系统挂牌并公开转让的 法 律 意 见 书 中国 ·北京 二○一三年四月 北京君嘉律师事务所 法律意见书 目 录 第一节 引 言·····························································································1 一、律师事务所和律师简介 ··········································································1 二、本所律师声明·······················································································2 第二节 正 文·····························································································3 一、本次股票挂牌并公开转让的批准与授权·····················································3 二、公司股票挂牌并公开转让的主体资格························································3 (一)公司系在有限公司基础上整体变更设立的股份有限公司································3 (二)公司是依法有效存续的股份有限公司························································4 三、本次股票挂牌并公开转让的实质条件························································4 (一)公司依法设立且存续满两年····································································4 (二)公司业务明确，具有持续经营能力···························································5 (三)公司治理机制健全，合法规范经营···························································6 (四)公司股权明晰，股份发行和转让行为合法合规············································6 (五)主办券商推荐并持续督导 ·······································································7 四、公司的设立··························································································7 五、公司发起人、股东和实际控制人······························································9 六、公司的股本及演变 ···············································································13 七、公司的独立性······················································································17 八、公司的业务································