Department Name: Hangzhou Tianxin Company Business Department

Department Introduction:

The company's business is one of Hangzhou Tianxin's daily core business areas. Hangzhou Tianxin Company Business Department brings together several partners and senior lawyers specializing in corporate law within the firm. It possesses rich experience in perfecting corporate governance structures, company shareholding system reform, mergers and acquisitions, and non-litigious matters; it excels in handling various corporate legal and non-litigious business.

As a large law firm with over 150 lawyers, Hangzhou Tianxin has the comprehensive advantages of resource integration, allowing it to readily allocate lawyers firm-wide to provide various legal services. The Hangzhou Tianxin Company Business Department works closely with other departments, regularly organizing joint activities and meetings for experience sharing. While continuously enhancing capabilities in the corporate business field, it also considers other areas, enabling each lawyer to provide clients with comprehensive and high-quality legal services.

Department Members:

Wu Qiaolong, Kong Chunfeng, Shen Lingjie, Ye Xiaoqian, Huang Xiaohua, Wang Weixing, Liu Chengyu, Zhang Liyan, Yao Bingrong, Zhuo Weid, Li Junhui, Zhang Zhaoyong, Lai Xiaoxiao, Chen Weiwei, Huang Shuo, Feng Li, Lu Dongdong, Ma Yunian, Zhou Fangyu, Liao Siyu, Wang Run, Zhang Hang, Zhan Shaofen, Yu Tingchun, Zeng Dai Tao, Li Jiao, Huang Jingjing, Guo Qi, Zhao Tonggang

Legal Services Provided by Hangzhou Tianxin in the Corporate Business Area:

I. Establishment of Companies and Improvement of Governance Structures

1. Establishment of limited liability companies and joint-stock companies;

2. Participation in scheme design, company formation negotiations, preparation of company founder agreements and articles of association, handling company registration procedures, etc.;

3. Witnessing of company shareholder meetings;

4. Planning company equity structure, corporate governance structure, and subscription rights system design;

5. Acting as company legal counsel, assisting the company in standardizing its corporate governance structure, reviewing and amending legal documents related to information disclosure of listed companies, etc.;

6. Designing share option plans, management buyouts (MBOs), employee stock ownership plans, etc., for companies.

II. Company Shareholding System Reform

1. Participation in reform scheme design, relevant negotiations for company reform, preparation of company founder agreements and articles of association, handling company registration procedures, etc.

2. Investigation, standardization, and adjustment of company's receivables and payables, intellectual property rights, taxation, environmental protection, independence, business, property, related party transactions, industry competition, senior management personnel, and organizational structure.

III. Mergers, Acquisitions, and Asset Restructuring

1. Participation in company mergers, divisions, capital adjustments, other restructuring transactions, and strategic investments:

2. Participation in the scheme design of company acquisitions and asset acquisitions, and conducting careful investigations into any property rights, receivables and payables involved in mergers and acquisitions;

3. Providing legal advice and legal opinions on investment, securities, asset valuation, foreign exchange, taxation, and litigation involved in acquisitions and mergers;

4. Participation in relevant negotiations, preparation of agreements, contracts and other legal documents;

5. Assisting clients in applying for and obtaining government approvals and registration procedures for relevant merger and acquisition transactions.

IV. Property Rights Definition

Providing legal services for property rights definition, property restructuring, and property transactions, and issuing legal opinions, etc.

Classic Cases:

Litigation:

Judgment in the case of Yu Wen vs. Lu Guofei, Zhang Qian and the company

Judgment in the case of Yu Wen vs. Lu Guofei, Zhang Qian for tort liability dispute

Case of Ou Jingchang, Fu Luhua partnership agreement dispute

Chun'an Wanyuan New Wall Material Co., Ltd. vs. Fang Jinwei, Fang Jianbo, Luo Ze, Luo Yu, Zhao Jian Sheng equity transfer dispute case

Zhou Mou vs. Wuhan Zebra Fast Run Technology Co., Ltd. equity transfer dispute case

Yang Mou vs. Zhao Mou regarding the equity transfer dispute of a listed company

Mao Mou vs. Huang Mou regarding the equity transfer dispute of a company reformed from a large state-owned enterprise

Non-Litigation:

1. Due diligence project for debt transfer: In November 2018, because a state-owned company planned to transfer over 100 million yuan in receivables, it commissioned the company to investigate the performance ability of the transferee, organized a team to conduct due diligence, and issued a due diligence report.

2. Due diligence project for equity acquisition: In December 2020, commissioned by a well-known company with hundreds of chain stores, the firm provided legal services for the due diligence of its acquisition of equity in a western company and the optimization of equity allocation, and issued a due diligence report.

3. Company debt liquidation project: In October 2020, commissioned by a Hangzhou technology company, the firm conducted due diligence, sorting and handling of the company's assets and debts, issued a legal opinion, and completed the disposal of company assets, debt handling and company liquidation.