As the nearest company night watchman? How to play the role of legal risk control (1)

Although the legal information disclosure obligors are listed companies and their controlling shareholders, actual controllers, directors, supervisors, senior managers, purchasers, etc. Most of the trust work in corporate governance practice is handled by the secretary of the board of directors. Whether based on the sensitivity and judgment of professional background or the working mechanism of daily contract review, legal affairs are the closest personnel to corporate trust matters. More importantly, objectively, the quality evaluation of legal work is closely related to the implementation effect of fiduciary duty. This is because whether the company is a listed company or not, as the night watchman of the enterprise, the legal affairs department has the responsibility to construct the legal risk prevention and control mechanism of the enterprise, so as to promote the compliance operation of the enterprise and avoid the government punishment. The role of the Legal Affairs Department in the letter packaging work is as follows:

(a) legal affairs should pay attention to and master the caliber and requirements of information disclosure by regulatory agencies, and make timely judgments and reports in daily work.

When reviewing the contract, the Legal Affairs Department shall, in combination with the contract amount and its proportion in the company's latest audited total assets, net assets and operating income, as well as the impact of the matters involved on investors' investment judgment, promptly inform the person in charge of the company's letter cover whether it falls within the scope of the letter cover, the legal consequences of violation, the execution time, etc.

The Legal Affairs Department shall, based on factors such as the impact on investors' investment judgment, timely inform the responsible person of the company whether the matters involved in the letter cover are within the scope of the letter cover, the legal consequences of violation, the execution method, the time point, etc. on matters such as major guarantee, litigation, arbitration, related party transactions, whether the shares held by shareholders are pledged, frozen, auctioned according to law, entrusted, trust established, and whether the voting rights are restricted according to law.

If the listed company is also involved in issuing bills and bonds or engaging in businesses that require relevant financial licenses (such as funds, equity investment and other classified financial businesses, etc.). ), the legal department is also concerned about and familiar with the information disclosure requirements of the relevant confidential business supervision departments.