hydrogenchloride英文模板-私募基金管理人登记法律意见书

2021年1月22日发(作者：clone)

Legal Opinion on Private Fund Manager Registration (Template)
*** Fund Management (Beijing) Co., Ltd.:
Pursuant
to
the

Law
on
Lawyers
,
the
Administrative
Measures
on
Engaging
in
Securities
Law
Practice
by
Law
Firms
, the
Rules for the Securities Law Practice of Law Firms (for Trial Implementation)
, the
Law on Securities
Investment Funds
, the
Interim Measures for the Supervision and Administration of Private Investment Funds
, the

Measures
on
the
Registration
of
Private
Investment
Fund
Managers
and
Funds
(for
Trial
Implementation)
,
the
Announcement
regarding
Certain
Matters
of
Further
Regulating
the
Registration
of
Private
Investment
Fund
Managers
, this firm has been retained by*** Fund Management (Beijing) Co., Ltd. (hereinafter referred to as the

materials, and undertake that there is no fraudulent, misleading statement or material omission contained herein.

A.

Registration of the Company with the Administration for the Industry and Commerce
Basic Information of the Company
Company Name: *** Fund Management (Beijing) Co., Ltd.
Company Address: ** Road No. **, ** District, Beijing
Legal Representative: ***
Registered Capital: RMB 50 million
Date of Establishment: January 2, 2015
Operational Period: January 1, 2015 to January 1, 2045
Business Scope: Investment management, management or entrustment for management of non- securities equity
investment, and related consulting services.

Company History:
On January 2, 2015, the shareholders *** and *** jointly funded *** Fund Management (Beijing) Co., Ltd. . On
December
1,
2014,
***
Accounting
Firm
Co.,
Ltd.
issued
the
[2014]
No.
***
Capital
Verification
Report,
inspecting and verifying that shareholders *** and *** paid a total investment of RMB 50 million on November 30,
2014.


At the point of establishment of the Company, the amount and the ratio of capital contribution of each shareholder
were as follows:
No.
1
2
Total
Name of Shareholder
***
***
Investment Amount (‘0000)

3000
2000
5000.0000
Proportion of the Registered Capital
(%)
60.00
40.00
100.00
Conclusion: *** Fund Management (Beijing) Co., Ltd. was duly established in China and is validly existing
as of the date of issuance of this legal opinion.



B.

According to the filing documents of *** Fund Management (Beijing) Co., Ltd. from the Administration for
the
Industry
and
Commerce,
the
business
scope
of
the
Company
is
investment
management,
management
or
entrustment for management of non- securities equity investment, and related consulting services.
Conclusion: The business scope described in the business registration of *** Fund Management (Beijing) Co.,
Ltd. complies with relevant national laws and regulations, whereby the name and the business scope contain
texts and descriptions of
.
C.

As shown on the foregoing business registration documents of *** Fund Management (Beijing) Co., Ltd., the
business
scope
of
the
Company
is
investment
management,
management
or
entrustment
for
management
of
non-securities
equity
investment,
and
related
consulting
services.
Along
with
the
relevant
business
information
provided
by
the
Company,
it
shows
that
the
Company's
main
business
is
management
of
private
funds.
In
the
business scope set forth in the foregoing business registration or the business actually operated by the Company,
there exists no business operated concurrently in conflict with the private investment fund business; there exists no
business operated concurrently in conflict with the buyer's business of
non-financial business operated simultaneously.
Conclusion: *** Fund Management (Beijing) Co., Ltd. follows the principle of professional management and
the
business
engaged
by
the
Company
is
private
investment
fund
management.
In
the
business
scope
set
forth in the foregoing business registration or the business actually operated by the Company, there exists no
business operated concurrently in conflict with the private investment fund business; there exists no business
operated
concurrently
in
conflict
with
the
buyer's
business
of

management
there
exists
no
non-financial business operated simultaneously.


D.

Shareholding Structure of the Company
According to the foregoing business registration of *** Fund Management (Beijing) Co., Ltd., the shareholders are
***
and
***.
The
shareholder
***
invested
RMB
30
million,
making
up
60%
of
the
equity
interests
of
the
Company; the shareholder *** invested RMB 20 million, making up 40% of the equity interests of the Company.
In conjunction with other relevant information provided by the Company, it is shown that the Company does not
have foreign direct or indirect controlling shareholders or foreign shareholders.

Conclusion: *** Fund Management (Beijing) Co., Ltd.

does not have foreign direct or indirect controlling
shareholders or foreign shareholders.

E.

As indicated in the foregoing business registration of *** Fund Management (Beijing) Co., Ltd., in tandem
with other relevant information provided by the Company, it is shown that the shareholders of the Company are
*** and ***. It does not indicate that *** Fund Management (Beijing) Co., Ltd. has any other ultimate controlling
owner.
Conclusion: **

Fund Management (Beijing) Co., Ltd. does not have any

ultimate controlling owner.

F.

As indicated in the foregoing business registration of *** Fund Management (Beijing) Co., Ltd., in tandem
with other relevant information provided by the Company, *** Fund Management (Beijing) Co., Ltd. is not found
to have any subsidiary, affiliate or other related parties.
Conclusion:
***
Fund
Management
(Beijing)
Co.,
Ltd.
does
not
have
any
subsidiary,
affiliate
or
other
related parties.