三金科技：法律意见书.pdf

北京君嘉律师事务所 关于襄阳三金模具科技股份有限公司股票 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 中国 ·北京 二○一四年 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··············································································································1 第二节 正 文······················································································································2 一、本次股票挂牌并公开转让的批准与授权····································································2 二、本次股票挂牌并公开转让的主体资格········································································3 （一）公司系依法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····································································3 三、本次股票挂牌并公开转让的实质条件········································································3 (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·············································································4 (三)公司治理机制健全，合法规范经营·············································································5 ( 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····································································································