北京市海润律师事务所有关.PDFVIP

北京市海润律师事务所关于 天津商科数控技术股份有限公司在全国中小企业 股份转让系统挂牌并公开转让的 法律意见书 [2016]海字第003 号 中国 北京 海淀区高梁桥斜街59 号院1 号楼15 层1508、1509、1511、1515、1516 邮编:100044 电话( T e l ) : ( 0 1 0 ) 6 2 1 5 9 6 9 6 传真 ( F a x ) : （0 1 0 ）6 2 1 5 9 6 9 6 二○一六年一月 法律意见书 目 录 律师声明······················································································· 4 释 义··························································································· 6 正 文··························································································· 8 一、公司股票挂牌并公开转让的批准和授权·········································· 8 二、公司股票挂牌并公开转让的主体资格············································· 9 三、公司股票挂牌并公开转让的实质条件············································10 四、公司的设立·············································································13 五、公司的独立性··········································································18 六、发起人或股东（实际控制人）·····················································21 七、公司的股本及其演变·································································24 八、公司的业务·············································································32 九、关联交易及同业竞争·································································35 十、公司的主要财产·······································································41 十一、公司的重大债权、债务···························································53 十二、公司近两年的重大资产变化及收购兼并······································53 十三、公司章程的制定与修改···························································54 十四、公司股东大会、董事会、监事会议事规则及规范运作 ···················55 十五、公司董事、监事、高级管理人员、核心技术人员及其诚信情况·······57 十六、公司的税务··········································································61 十七、公司的环境保护、安全生产和产品质量、技术等标准 ···················64 十八、诉讼、仲裁或行政处罚··········