Summary Report on the Legal Work of Large Investment Groups in 2019

Legal representatives of all units:

China's market economy is becoming more and more perfect, and business risks are increasingly reflected in legal risks. Similarly, all legal risks will ultimately be reflected in business risks. No legal risk is accompanied by the gains and losses of the company's economic interests. In view of this, the senior leadership team of our group company has paid more and more attention to the legal work. Entrusted by the board of directors, the company's legal work is now briefly described as follows:

I. Review of the Group's preliminary legal work and legal self-inspection form

When the Office of the Board of Directors of the Group requested the establishment of legal personnel in the units of the respective units and projects under construction in the article No. 5 of Zhetong [2010], it has clearly stipulated that the purpose of setting up legal personnel is:

1. It plays a role in the legal work of the group and plays a role in the connection, transit and coordination of the legal work of the group and its affiliated units.

2. Ensure the effective implementation of the contractual signing system of the subordinate unit.

3. Properly manage all documents related to the contract of the affiliated unit.

4. Participate in the handling of various matters related to the law of each unit.

5. Other assignments.

In the article of the Zhejiang Provincial Board of Directors [2010] No.14, the Group’s Board of Directors further clarified that the legal personnel of each unit of the Group should conduct a survey on the legal affairs of the unit. The purpose is to encourage the legal personnel of each unit to have a comprehensive view of the legal work of the unit. A clear understanding so that the follow-up legal work can continue.

It can be seen from the self-inspection table returned by each unit that the legal work of each unit of the group has the following problems:

1. The degree of legal work carried out by various units is uneven.

Some units have already implemented the system of pre-examination of legal personnel for regular business contracts, but some units have not yet started. When there is a dispute, they go to an external lawyer to handle the lawsuit, and the internal legal work is in a vacuum.

2. The legal work level of legal personnel of various units is uneven.

Some legal personnel of the unit have a strong professional level, have the ability to handle legal affairs independently and the ability to participate in the contract review, but some of the legal personnel may have just contacted and are confused about how to carry out legal work. I don't know what I should do.

3. Contract-related file management is in a weak state.

It can be seen from the self-examination table that no unit has mentioned in the self-checking table the legal personnel to participate in the management of the relevant documents of the contract. The understanding of the legal files of all units is still limited to the litigation file, and the understanding of “lawsuits are evidence” often encountered in legal practice has not been applied to practical work. Some cases that have occurred in the group company have illustrated the troubles in the handling of cases caused by the lack of contract-related information. Other cases have also proved the convenience of the effective handling of litigation cases. The legal personnel participating in the file management is the formation, collection and arrangement of the evidence. Collecting evidence is not for litigation, but without the support of evidence, negotiations will not be strong.

4. The ideological understanding is not uniform.

As for the role and status of legal work in enterprises, it still stays in the understanding of lawsuits. The understanding of legal personnel's pre-existing legal risk control is not uniform. The status quo is: all the contracts of some units are reviewed by legal personnel. Some units have no legal personnel to participate in, and in general, the position of firefighters after the event has occupied a dominant position. However, the State Economic and Trade Commission and the State-owned Assets Supervision and Administration Commission are based on the development of modern corporate legal work. The positioning of the internal legal counsel is: the legal advisor is not only the role of the lawsuit, but more importantly, the legal staff is the legal staff and assistant of the leadership. Allowing legal personnel to participate in production and management activities can not only improve the in-depth understanding of the legal personnel on the business and management mode of the unit, but also help legal personnel to find legal issues from these activities, deepen their understanding of the legal provisions, and then from the law. The perspective of improving the production and operation activities, and doing a good job of pre-emptive legal risk prevention. The whole group should unify the work of the legal work and then unify it beforehand, and unify the legal personnel from the firefighters to the role of enterprise risk controllers.

The main goal of the legal work in 2019, in brief, is to establish a work force for the establishment of legal personnel and improve the basic legal work system of the group company.

Focus on the main objectives, focus on five aspects of work.

At the all levels of the whole group, establish the guiding ideology of legal work with precautionary precautions, supplemented by incidents and supplemented with firefighting afterwards.

After-the-fact firefighting legal work not only consumes a lot of energy from the top management and related departments, but also interferes with the normal production and operation activities of enterprises. It also requires enterprises to invest a large amount of funds, and the effect is often poor, increasing the additional costs and expenses of enterprises. . This kind of thinking is different from the thinking of modern legal work and the requirements of the national legal documents of corporate legal counsel, and it is not conducive to minimizing corporate losses.

On the basis of summing up past experience and lessons, on the basis of summing up the experience and lessons of the past, on the basis of summing up the experience and lessons of others, we will raise these experiences and lessons into a management system and raise the terms of the contract so that the same thing will not happen again. Or reduce the chance of occurrence. To reduce the incidence of firefighting after the event, to reduce services for enterprises.

Pre-emptive considerations Considering that after the conclusion of the contract, the formation and accumulation of risks is always a dynamic process that is constantly changing, and this process is in parallel with the process of contractual performance. Therefore, the precautionary approach also requires synchronous parallel control of the event. Adopting the method of synchronous follow-up and active control in the event, on the one hand, it can eliminate the legal risk of the latecomer, on the other hand, it can also remediate and improve the place that is not considered in the conclusion of the contract, so that the legal risk can be generated. Drop to a minimum.

Establish a contractual signing system.

The contractual signing system is the basic work of precautionary work. Adhering to the contract signing system is also emphasized and followed by the top management of the group. Its purpose is to gather the intelligence of various departments of the enterprise, find out the problems existing in the contract and improve them, so as to improve the level of contract signing.

The problems encountered in the implementation of the contract and the settlement of disputes are based on the provisions of the contract. In fact, the country’s legal system is perfected, and it is impossible to stipulate all the situations that happen in real life, especially in the case of In the economic activities of civil and commercial enterprises, the law prefers party autonomy, allowing parties to agree on each other's rights and obligations in the contract, so that the agreement between the parties rises to the law between the parties to the contract. This status quo determines that the content agreed in the contract determines the performance of the contract and determines the economic interests of the enterprise. Legal work has actually become an important part of the economic work of enterprises.

The contractual signing system is to pass the form of signing, so that the company's external profit-making behavior and cost-spending behavior can get the most favorable arrangement for the enterprise, so as to maximize the interests of the enterprise, and strive for the benefit of our group company as much as possible in the process of signing the contract. Terms. Law and business are accompanied by each other. Commercial behavior is, to a certain extent, a legal act. The quality of contractual signing is not a matter of a department, but legal personnel should strive to do their own work.

Establish an archive management system for contract-related files.

The file management work is not optional. A contract does not explain any problems, even whether the contract has been implemented, whether it has been modified, whether it has been revised, whether it has experienced price adjustments, where the responsibility for generating economic benefits is resolved, and so on. Nothing is closely related to the management of contract files.

The contract file is all the information generated during the whole process from the beginning of the contract until the completion of the contract, including but not limited to, all kinds of written materials, correspondence, explanatory explanations of the problem, meeting minutes, identification files, audio-visual materials. and many more. These materials are not optional. They are usually not collected and will be very regrettable when they are used. For example, to prove that Hangzhou Xiaogang provides a format contract, it is necessary to prove that all the amendments we have provided have not been adopted. This depends on the various types of written materials that were modified in the previous contract negotiations. If there is no such thing, the format contract can not be proved. The format contract and the format clause are legally determined. If there is any inconsistency between the parties to the understanding of a certain issue, the court will identify and determine the unfavorable interpretation of the provider.

Therefore, all units should understand and grasp the importance of file management from the height of evidence, and strive to keep the file management work up to the needs of the business development of the unit. File management is undoubtedly one of the basic tasks in the implementation of the contract.

Conduct legal study training for legal personnel.

The re-improvement of the system regulations must also be carried out by people. The improvement of the level of contract signing is also based on the continuous improvement of people's level. No one's quality level is improved, and the improvement of the quality of work is unimaginable. Therefore, in the team of legal personnel of the whole group, it is also an important and long-term task to conduct legal training and study through multiple channels and multiple methods. For example: regular concentrated study, legal special problem training, group legal counseling room inspection instant answer, group newspaper to set up legal knowledge field and so on. The Board of Directors' Office will discuss with the relevant departments to develop a long-term legal learning and training system to build a platform for the legal work of legal personnel.

Explore the performance appraisal and evaluation system for legal personnel.

Without assessment, there is no incentive to promote, and only assessment can make people who are more suitable for legal work enter the position of legal work. The group's senior management, the board of directors' office and the group's personnel department will thoroughly explore the mode of legal personnel assessment and gradually establish a system of legal talent echelon management, such as: annual legal work evaluation, legal personnel meeting draft and quality assessment work. The Group will combine the assessment of legal personnel to promote the continuous improvement of the legal work of legal personnel.

Fellow deputies, the Group's legal work is directly related to the safety of the company's production and operation activities, from the handling of major cases, to the every clause of each contract, or even a word, is a direct reflection of the Group's economic interests. The support of the senior management of the group company for the legal work is extremely firm, and the determination to carry out the legal work of the whole group is also extremely firm. Because the market economy is the rule of law economy, that is, the combination of law and business, the law has the role of preventing business risks. I hope that the legal representatives of all units will actively participate in the production and operation activities of their own units, and research and discover legal issues in production and management activities. To contribute to the efficient development of the legal work of the Group and its own units.