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关于招商银行股份有限公司内资股跟境外上市外资股配股发行的律师
关于招商银行股份有限公司内资股
和境外上市外资股配股发行的
律师工作报告
君合律师事务所
二○○九年十月
目 录
定义································································································································8
引言······························································································································10
一、 本次发行的批准和授权···················································································12
1.1 股东大会和类别股东会议的批准·······························································12
1.2 股东大会和类别股东会议决议内容的合法性 ···········································13
1.3 股东大会对董事会的授权 ··········································································16
1.4 审批部门对本次发行的批准 ······································································16
二、 发行人本次发行的主体资格···········································································16
2.1 发行人的设立······························································································16
2.2 发行人的存续······························································································18
三、 本次发行的实质条件 ·······················································································19
3.1 《证券法》规定的条件··············································································19
3.2 《管理办法》规定的条件··········································································20
四、 发行人的设立 ···································································································25
五、 发行人的独立性·······························································································25
5.1 发行人的业务······························································································25
5.2 发行人的资产·································································
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