Core Viewpoint - The article emphasizes the importance of legal due diligence in corporate operations, focusing on various key modules that need to be verified to ensure compliance and mitigate risks in business transactions [1][4][13]. Group 1: Subject Qualification - Verification of necessary licenses and certificates for legal establishment and operation, including business licenses, tax registration, and social security registration [1][2][3]. - Attention should be paid to the qualification checks of branches and subsidiaries [3]. Group 2: Internal Governance - Examination of governance documents, meeting records, and the independence of departments to ensure effective operation and protection of shareholder rights [4]. - Special attention to any restrictive provisions in the articles of association that may hinder mergers and acquisitions [4]. Group 3: Equity and Capital Structure - Investigation of equity arrangements, including pledges, restrictions, and any changes in capital structure [6]. - Focus on the procedures and pricing of equity changes, ensuring actual payment and compliance with regulations for state-owned enterprises [6]. Group 4: Business Operations - Assessment of the stability of core business operations, qualifications, and any potential conflicts of interest or related party transactions [8]. - Evaluation of significant debts and their implications for mergers and acquisitions [8]. Group 5: Assets and Intellectual Property - Verification of asset ownership, ensuring clarity and absence of disputes, particularly for real estate and intellectual property [10][11]. - Special attention to the acquisition and restriction of rights, especially regarding payment for assets [10]. Group 6: Legal Compliance and Litigation - Review of the company's compliance with various legal requirements, including tax, environmental, and labor laws, as well as any significant litigation or arbitration cases [13]. - Examination of the qualifications of key personnel and any potential conflicts of interest [13]. Group 7: Course Overview - The article outlines a course on legal due diligence, covering definitions, applicable scenarios, and key processes [14][15]. - The course includes modules on critical areas of investigation and the use of AI tools to enhance due diligence efficiency [20].

Core Viewpoint - Shenzhen Beixin Life Technology Co., Ltd. has received approval for its IPO application on the Sci-Tech Innovation Board, marking it as the second company to pass the review under the fifth set of standards since the restart [1] Group 1: Company Overview - The company specializes in the research, development, production, and sales of innovative medical devices for precise diagnosis and treatment of cardiovascular diseases, aiming to provide transformative solutions for cardiovascular disease management [2] - Established in December 2015, the company transitioned to a joint-stock company in June 2021, with a total share capital of 36 million shares before the issuance [2] - As of the end of 2024, the company employs a total of 552 people [2] Group 2: Shareholding Structure - The company has no controlling shareholder, with the actual controller being Song Liang, who directly holds 16.1530% of the shares, making him the largest shareholder [3] - Song Liang controls an additional 13.4140% of the shares through partnerships, giving him a total voting power of 29.5670%, which is close to the 30% threshold for significant influence over shareholder decisions [3] - As the core founder, Song Liang has been the chairman and CEO throughout the reporting period, significantly impacting the company's management and strategic direction [3] Group 3: Financial Performance - The company's revenue for the reporting period was 92.4519 million yuan, 183.9772 million yuan, and 316.6043 million yuan, respectively [4] - The net profit attributable to the parent company, excluding non-recurring gains and losses, was -178.9872 million yuan, -163.8066 million yuan, and -62.9410 million yuan for the same periods [4] Group 4: Key Questions from the Listing Committee - The listing committee inquired about the market space, competitive landscape, technological updates, bulk procurement, and sales prices of the company's core products, specifically FFR and IVUS, to assess their competitiveness and the sustainability of business performance [5] - Questions were raised regarding the necessity and rationality of the current distribution model, considering industry characteristics, development stages, and management of secondary distributors [5]

Core Viewpoint - The Shenzhen Stock Exchange issued a regulatory letter to Zhihong Accounting Firm (Special General Partnership) and criticized the signing accountants for their inadequate audit practices during the financial statement audit of Jiangsu Lihua Animal Husbandry Co., Ltd. for the year 2023 [1][4]. Group 1: Audit Violations - Zhihong Accounting Firm and the signing accountants failed to execute audit procedures adequately related to inventory, risk assessment, internal control testing, sampling, revenue, cash funds, and share-based payment expenses [2][4][5]. - Specific deficiencies included insufficient attention to inventory-related audit evidence, inadequate execution of risk assessment procedures, and failure to perform necessary audit sampling [3][5][6]. - The firm did not verify the accuracy and completeness of business data in the ERP system and failed to obtain sufficient audit evidence regarding the timing of certain construction projects being capitalized [6][7]. Group 2: Quality Management Issues - The firm did not ensure that the project team adhered to quality review procedures and failed to implement quality review opinions effectively [3][8]. - There were inconsistencies in the preparation of audit work papers, including discrepancies between the directory and actual content, leading to incomplete documentation [3][8]. - The actions of Zhihong Accounting Firm violated the regulations set forth in the "Rules for Listing of Stocks on the Growth Enterprise Market (Revised in August 2023)" [8].

Core Viewpoint - The article emphasizes that success in the legal profession is not determined by initial advantages but rather by the development of professional skills and capabilities over time [2][5]. Group 1: Challenges in the Legal Profession - Many new lawyers feel disadvantaged due to a lack of background and resources, leading to a perception of being at a disadvantage from the start [2]. - The legal industry does not have a clear starting line; success is based on experience and the ability to handle cases effectively [3]. Group 2: Importance of Professional Development - Clients prioritize a lawyer's experience, the number of cases handled, and their success rate, rather than their initial resources [5]. - New lawyers are encouraged to focus on building their professional skills and understanding how seasoned lawyers manage their careers and client relationships, rather than just seeking case sources [6]. Group 3: Training Program Overview - A 27-day training program is introduced, aimed at enhancing practical legal skills and knowledge [7]. - The program includes various topics such as self-management, professional qualities, risk assessment, and effective communication skills [11][12][13]. - Participants can earn rewards for completing tasks, including cash incentives and access to useful legal templates [9][12].

Core Viewpoint - The article highlights the significant increase in IPO activities in A-shares during the first half of 2025, driven by the resumption of listing standards for unprofitable companies, particularly benefiting technology innovation enterprises [1]. Group 1: IPO Data Overview - In the first half of 2025, a total of 177 companies were newly accepted for IPO applications across the Shanghai, Shenzhen, and Beijing stock exchanges, surpassing the total number for the entire previous year [1]. - June alone accounted for over 80% of the IPOs in the first half, with 150 new applications [1]. Group 2: Practical Guide for Companies - The "Domestic IPO Practical Manual (Company Perspective)" consists of 254 pages and 123,000 words, divided into four main sections: preparation before listing, listing norms, key points for corporate restructuring, and other important matters [4]. - The first section includes six chapters that cover essential tasks, participants, listing conditions, and overall processes, as well as how to select intermediary institutions and assess the likelihood of listing [7][8]. Group 3: Listing Norms and Procedures - The second section introduces a "Five-Step Method" for listing, which includes adjustments to equity structure, organizational structure, business process refinement, IPO financial norms, and ERP implementation and maintenance [19]. - The manual provides case studies to clarify specific operational strategies and frameworks for companies preparing for IPO [20]. Group 4: Corporate Restructuring Insights - The third section focuses on important timelines for IPOs, considerations for corporate restructuring, and strategies to reduce listing costs, with a significant emphasis on practical guidance for corporate restructuring [24][25]. - It discusses how to choose a restructuring benchmark date and the rationale behind avoiding certain dates, providing detailed explanations from a corporate perspective [26][28]. Group 5: Capital Operations and Departmental Coordination - The fourth section elaborates on other capital operations during the IPO process, departmental work arrangements, and case studies of IPO reviews in key industries [31]. - It includes insights on engaging investors, mergers and acquisitions, and equity incentives, along with how various departments such as finance, sales, and R&D can effectively coordinate for the IPO [33][35].

Core Viewpoint - In the first half of 2025, a total of 74 companies in the A-share market terminated their IPO applications, indicating a significant trend in the market dynamics and investor sentiment [1]. Group 1: Termination Overview - Among the 74 terminated IPOs, 51 companies withdrew before the review meeting, 18 withdrew after the review, and 5 withdrew after submitting their registration [1]. - The breakdown by market segment shows that the Shanghai Main Board had 14 terminations, the Sci-Tech Innovation Board had 3, the Shenzhen Main Board had 9, the Growth Enterprise Market had 21, and the Beijing Stock Exchange had 27 [1]. Group 2: Specific Company Terminations - Notable companies that terminated their IPO applications include: - Qingdao Haiguan Chemical Co., Ltd. on June 20, 2025, for the Shanghai Main Board [2]. - Beijing Tianxing Medical Co., Ltd. on June 6, 2025, for the Sci-Tech Innovation Board [2]. - Qingdao Qinghe Artificial Turf Co., Ltd. on May 30, 2025, for the Shanghai Main Board [2]. - A total of 4 companies withdrew due to the actions of their sponsoring institutions, including: - Kaiyuan Securities Co., Ltd. and Beijing Tianxing Medical Co., Ltd. [4]. Group 3: Detailed Company List - The article provides a detailed list of companies that terminated their IPO applications, including their names, abbreviations, intended market segments, and termination dates [2][3]. - For example, companies like Jiangsu Yicheng Automotive Parts Co., Ltd. and Shenzhen Haobo Window Control Technology Co., Ltd. also appear in the termination list, indicating a diverse range of industries affected [2][3]. Group 4: Regulatory Context - The terminations are often linked to the actions of the sponsoring institutions, which play a crucial role in the IPO process, as seen in the cases of Beijing Tianxing Medical Co., Ltd. and Ningbo Zhongchun High-Tech Co., Ltd. [7][9]. - The regulatory framework governing these terminations is outlined in the Shanghai Stock Exchange's rules, emphasizing the importance of compliance and due diligence in the IPO process [7][9].

Core Viewpoint - The article discusses the administrative penalty imposed on Jinglan Technology Co., Ltd. for information disclosure violations related to its acquisition of Zhongke Dingzhi Environmental Engineering Co., Ltd. and the subsequent financial misreporting [1][3][10]. Summary by Sections Administrative Penalty Announcement - Jinglan Technology received an administrative penalty notice from the China Securities Regulatory Commission (CSRC) for suspected violations of securities laws [6][7]. - The company is facing a fine of 4 million yuan, while four responsible individuals are subject to fines ranging from 1 million to 2 million yuan, totaling 6.5 million yuan [3][10]. Background of the Case - In September 2018, Jinglan Technology signed an agreement to acquire 56.7152% of Zhongke Dingzhi's shares, with performance commitments to achieve a cumulative net profit of no less than 40 million yuan from 2018 to 2020 [1][8]. - In June 2020, Zhongke Dingzhi inflated its revenue, costs, and profits through false cost reporting in a project to meet these performance commitments, leading to significant misstatements in Jinglan Technology's 2020 annual report [2][8]. Financial Misreporting Details - The inflated figures included: - Increased operating revenue of 162.91 million yuan, accounting for 14.06% of the reported revenue - Increased operating costs of 96.55 million yuan, accounting for 4.3% of the reported costs - Increased total profit of 66.36 million yuan, accounting for 2.67% of the total profit - Increased net profit of 57.71 million yuan, accounting for 2.27% of the net profit [2][8][9]. Performance Commitment Verification - An independent financial advisor confirmed that Zhongke Dingzhi's actual performance exceeded the promised amounts for net profit and operating cash flow for the years 2018-2020 [5][4]. Company Response and Future Actions - Jinglan Technology expressed sincere apologies to investors and committed to improving internal governance and compliance with disclosure regulations [11]. - The company will continue to fulfill its disclosure obligations and maintain transparency with investors [11][12].

Core Viewpoint - The article emphasizes the importance of professional skills and experience in the legal profession, suggesting that success is not determined by initial resources or connections, but rather by one's ability to manage cases and client relationships effectively [5][6]. Group 1: Industry Insights - The legal profession lacks a clear starting point, meaning that success is not solely based on initial advantages such as background or resources [3][2]. - Clients prioritize a lawyer's experience, case history, and professional capabilities over their initial connections or resources [5]. - Continuous self-improvement and learning from seasoned professionals are crucial for success in the legal field [6]. Group 2: Training Program Details - A 27-day training program is introduced, aimed at enhancing practical legal skills and knowledge [7]. - The program includes various modules covering essential topics such as self-management, professional qualities, risk assessment, and effective communication [11][12]. - Participants can earn rewards such as cash incentives and access to useful legal templates by completing training tasks [9][12].

Core Viewpoint - ST Qibu has been indicted for securities fraud, including allegations of inflated profits and significant false disclosures in bond issuance documents, involving multiple former executives [1][2][4][5]. Group 1: Indictment Details - The indictment involves ST Qibu and six former executives, including the former chairman and general manager, accused of securities fraud and failure to disclose important information [1][4]. - The Lishui City People's Procuratorate found that ST Qibu inflated profits through financial fraud and fabricated significant false content in the bond issuance documents, leading to a large-scale bond issuance [2][5]. Group 2: Financial Impact - The financial impact of the criminal lawsuit will depend on the final judgment, particularly if it involves corrections of prior accounting errors [7]. - In 2023, ST Qibu was fined 77 million yuan by the China Securities Regulatory Commission for financial fraud and securities issuance violations [8]. Group 3: Historical Financial Performance - Over the past five years, ST Qibu has accumulated losses exceeding 1.6 billion yuan, with a projected loss of 48 million to 72 million yuan for the first half of 2025 [15][16]. - The company's financial reports from 2020 to 2024 show net losses of 334 million yuan, 222 million yuan, 477 million yuan, 576 million yuan, and 61 million yuan, respectively [16].

Core Viewpoint - The company is forecasting a significant loss for the first half of 2025, with a net profit loss estimated between 10 billion to 12 billion yuan, indicating a year-on-year increase in losses [1]. Group 1: Reasons for Loss - The primary reason for the anticipated loss is a notable decline in the scale of real estate project settlements, with gross profit margins remaining low [2]. - The company has increased asset impairment provisions due to heightened business risk exposure, considering changes in the industry, market, and operational environment [3]. - Some large asset and equity transactions were executed at prices below their book values [4]. Group 2: Operational Performance - Despite the losses, the company maintained stable production and operations, successfully delivering over 45,000 housing units and achieving sales of 69.11 billion yuan with a repayment rate exceeding 100% [4]. - The company signed large transactions worth 6.43 billion yuan and generated 5.75 billion yuan through asset revitalization, having revitalized a total of 64 projects since 2023, with a total saleable value of approximately 78.5 billion yuan [4]. - The operational service sector continues to show growth, maintaining a leading position in industry sub-segments [4]. Group 3: Financial Management - The company received support from various financial institutions to expedite debt risk resolution, securing 24.9 billion yuan in new financing and refinancing in the first half of the year [4]. - The company successfully repaid 16.49 billion yuan in public debt and has no foreign public debt maturing before 2027 [4]. Group 4: Future Strategy - The company expressed deep regret over the anticipated losses and is committed to improving operations through strategic focus, operational enhancement, management improvement, technological empowerment, and integrated development [4]. - The aim is to optimize business layout and structure, promote a healthy cycle in development business, ensure steady growth in operational service business, and build core capabilities that adapt to the new real estate model [4].