In connection with share placement on the National Equities Exchange and Quotations (NEEQ), the main responsibility of an attorney is to issue a legal opinion on whether the placement of the NEEQ-listed company (the issuer) complies with applicable laws and regulations. In this article, the focuses of legal review prior to issuance of the legal opinion are summarized from the perspective of legal practice.
Managing and Founding Partner
Hengdu Law Firm
Placement approval. According to the Measures for the Supervision and Administration of Non-listed Public Companies, if the number of shareholders of the issuer does not exceed 200 as a result of the placement, approval from the China Securities Regulatory Commission (CSRC) must be exempted and the issuer must be subject to self-regulation of the NEEQ. If the number of shareholders of the issuer exceeds 200 as a result of the placement, CSRC approval must be obtained for the placement.
Subscribers to the placement. Eligible subscribers to a placement include chosen investors and eligible investors. The lawyer must confirm whether subscribers to the placement comply with investor suitability stipulations of the Measures for the Supervision and Administration of Non-listed Public Companies and the Administrative Rules of the National Equities Exchange and Quotations Concerning Investor Suitability (for trial implementation).
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Jiang Fengtao is the founding partner and Si Rui is a capital market associate at Hengdu Law Firm
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