What are the responsibilities of a corporate counsel?

Circular of the Ministry of Personnel, the State Economic and Trade Commission, and the Ministry of Justice on Printing and Distributing the Interim Provisions on the Professional Qualification System for Corporate Legal Counsel and the Implementation Measures for the Professional Qualification Examination for Corporate Legal Counsel.

Interim Provisions on the Professional Qualification System for Corporate Legal Counsel.

Article 17: Enterprise legal counsel performs the following duties:

1) Assist enterprise leaders in correctly implementing national laws and regulations, and provide legal opinions on major business decisions of enterprises;

2) Participate in the drafting and review of important rules and regulations of the enterprise;

3) Review enterprise contracts, participate in the drafting and negotiation of major contracts;

4) Participate in important economic activities such as merger, division, bankruptcy, investment, leasing, asset transfer, bidding, and bidding of enterprises, provide legal opinions, and handle relevant legal affairs;

5) Handle the industrial and commercial registration, trademark registration, patent application and other related legal affairs of the enterprise;

6) Accept the entrustment of the legal representative of the enterprise, and participate in litigation and non-litigation activities;

7) In the ** overseas listed shares, appointed by the board of directors to serve as the secretary of the board of directors;

8) Carry out legal consultation related to the production and operation of enterprises;

9) Cooperate with the relevant departments of the enterprise to carry out legal publicity and education for employees;

10) Responsible for the selection, liaison and related work of the external lawyers of the enterprise;

11) Handle other legal affairs assigned by the leaders of the enterprise.

The person who provides the above-mentioned job responsibilities to the enterprise is the legal counsel of the enterprise.

The work unit must be filled in on the corporate legal counsel qualification certificate, and it cannot be filled in if you are not employed.

The Corporate Legal Counsel Examination is a professional examination for those who are corporate legal counsel.

Generally speaking, as long as you have work experience, economic or legal work experience, you can apply for the exam if you have reached the corresponding number of years.

For example, you can take the undergraduate work for three years and the junior college for five years.

The responsibility is to provide all law-related opinions to the enterprise, explain the details of the legal provisions, and give the enterprise a certain plan to take legal action to ensure that the enterprise will not be illegally damaged during operation.

As for how to serve as a corporate legal counsel, as the name implies, you must understand the legal profession in order to be competent, if you are a talent in this field, non-in-service and recommended by the unit, otherwise it is useless to send you this position, right?

1. Handle daily legal affairs, participate in the drafting and review of important rules and regulations of the enterprise;

2. Provide legal opinions on major business decisions of enterprises;

3. Participate in litigation and arbitration as the first person of the enterprise;

4. Handle the legal affairs assigned by the leaders of the enterprise;

5. Other responsibilities.

[Legal basis].Article 5 of the Company Law of the People's Republic of China.

The company engaged in business activities, must comply with laws and administrative regulations, abide by social morality, business ethics, honesty and trustworthiness, accept the supervision of the public and social responsibility. The legitimate rights and interests of the company are protected by law and are not infringed.

Traditional corporate legal counsel mostly provides services for a single lawsuit or a single legal matter of an enterprise, and once the matter is over, the legal counsel service will basically end. Legal counsel services in the new era should accompany the enterprise for life. Corporate counsel should play an important role in the whole process of establishment, division, merger, transfer and final termination of the enterprise.

Equity structure, equity incentives, operational risk control, human resources management, investment and financing in enterprises.

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Corporate legal counsel, also known as corporate lawyer, includes external legal counsel of the enterprise, that is, the law firm is entrusted by the enterprise to appoint a lawyer to serve as the legal counsel of the enterprise, and the internal legal counsel of the enterprise, that is, the legal professional management personnel of the enterprise hired by the enterprise. No matter what form of corporate legal counsel, they are mainly engaged in corporate legal consultation, legal counsel, project negotiation, prevention of legal risks, implementation of national laws and regulations, legal opinions on major business decisions of enterprises in accordance with the law, participation in drafting and reviewing important rules and regulations of enterprises, contract review and signing, litigation and non-litigation of enterprises and other legal affairs.

Beijing Yinlei Law Firm.

Office area: 1500 square meters.

Location: Room 802 and Room 803, Block B, Digital Building, No. 2 Zhongguancun South Street, Haidian District, Beijing (southeast exit of Renmin University Metro Station, southeast of Sitong Bridge).

The responsibilities of corporate counsel mainly include the following aspects:

1. Handle daily legal affairs according to the contract, and participate in the drafting and review of important rules and regulations of the enterprise;

2. Legal affairs of major business activities, including participating in the merger and division of the company, bidding and bidding activities, etc.

[Legal basis].Article 2 of the Measures for the Administration of Legal Counsel of the State Bureau of Letters and Visits.

The legal advisers of the State Bureau of Letters and Calls refer to legal experts or lawyers who have been selected and hired by the State Bureau of Letters and Calls to serve as legal advisers.

Article 3. Legal counsel has the following responsibilities:

1) Participate in the demonstration of normative documents;

2) Provide legal opinions for the bidding of major projects and the drafting of important contracts;

3) Participate in the handling of legal affairs such as administrative reconsideration, litigation, and arbitration;

4) Undertake other legal affairs assigned by the State Bureau of Letters and Visits.

Article 4. The legal affairs work body of the State Bureau of Letters and Calls is responsible for the day-to-day operational management of legal advisers, and conducts selection, appointment, training, evaluation, rewards and punishments for legal advisers in conjunction with the personnel departments.

Daily legal affairs of the company's legal consultants: 1. Consultation and suggestions on common legal issues of the company; 2. Participate in contract negotiations, formulate negotiation strategies and plans, draft and approve business contracts; 3. Participate in the drafting and revision of the company's personnel management, financial management, labor employment, contract management and other rules and regulations, regulations or legal documents. 4. Conduct legal training for the company's employees and management to improve their legal awareness and enhance the legal awareness of management personnel; 5. Draft and review legal documents such as industrial and commercial registration materials and articles of association of newly registered companies; 6. Review the company's trademark registration, patent application and other legal documents related to intellectual property, and provide lawyer advice for related legal affairs; 7. Provide guidance on legal affairs related to the company's business administration and tax regulations; 8. Provide legal opinions on the company's major business decisions, and conduct legal analysis and demonstration of major projects; 9. Attend the board of directors of the company as an observer, and analyze and demonstrate the legal issues involved in the topics of the board meeting; 10. Provide lawyer advice on the legality of the corporate governance structure (including the structure of the board of directors, the structure of the shareholders' meeting and the structure of the board of supervisors).

Article 29 of the Lawyers Law of the People's Republic of China: Where a lawyer serves as a legal adviser, he or she shall provide opinions to the client on relevant legal issues, draft and review legal documents, participate in litigation, mediation, or arbitration activities, handle other legal affairs entrusted by the client, and protect the lawful rights and interests of the client.

1. Provide legal advice on daily operation and management affairs, answer legal consultations, and issue legal opinions and suggestions as needed;

2. Provide oral or written legal opinions and suggestions for the company's major business decisions, and provide relevant laws, regulations and policy basis;

3. Review and revise Party A's contract and related legal documents; Review the relevant legal documents of the company;

4. According to the requirements of the company, the legal education can be carried out for the staff of the company;

5. At the request and entrustment of the company, issue legal opinions, lawyer's certificates, lawyer's statements and other legal documents on relevant issues;

6. Participate in the handling of civil economic disputes or other major disputes that have not yet been litigated in the company's business and management activities;

7. Accept the entrustment of the company, ** non-litigation legal affairs such as commercial investigation services and credit investigations;

8. Participate in civil, economic, criminal and administrative litigation and arbitration activities to safeguard the legitimate rights and interests of the client;

9. Other legal affairs negotiated by both parties.

1. Several judicial interpretations of the Company Law.

1 Provisions of the Supreme People's Court on Several Issues Concerning the Application of the Company Law of the People's Republic of China (1);

2 Provisions of the Supreme People's Court on Several Issues Concerning the Application of the Company Law of the People's Republic of China (II);

3 Provisions of the Supreme People's Court on Several Issues Concerning the Application of the Company Law of the People's Republic of China (III).

2. What are the special provisions of the Company Law on a one-person limited liability company?

After the amendment of the Company Law, a one-person company has been clearly recognized in law, but in view of the fact that there is only one shareholder of a one-person company, and it is easy to use the status of an independent legal person of a limited liability company to infringe on the interests of creditors and disrupt the economic order, the Company Law has made various regulations on one-person companies in the system, so investors should be familiar with these regulatory systems when establishing a one-person company. Combined with the relevant provisions of the Company Law, the relevant regulatory systems for the reburial of bridges for one-person companies are as follows:

1. Capital contribution. The minimum registered capital of a one-person company is raised to 100,000 yuan and cannot be paid in installments.

2. Publicity. The company registration and business license shall contain the information of the sole proprietorship of natural persons or legal persons.

3. Financial supervision. Financial accounting reports shall be prepared at the end of each fiscal year and audited by accounting firms.

4. Pierce the company's veil. If the shareholder cannot prove that the company's property is independent of the shareholder's own property, the property is commingled, and the principle of piercing the legal person veil shall apply, and the shareholder shall be jointly and severally liable for the company's debts. In addition, these provisions implement a reversal of the burden of proof.

5. Quantity limit. A natural person can only set up one one-person company, and the one-person company may not set up another one-person company. The above provisions do not apply to legal persons and their established one-person companies.

1) Daily legal affairs 1. Consultation and suggestions on common legal issues of the company; 2. Participate in contract negotiations, formulate negotiation strategies and plans, draft and approve business contracts; 3. Participate in the drafting and revision of the company's personnel management, financial management, labor employment, contract management and other rules and regulations, regulations or legal documents. 4. Conduct legal training for the company's employees and management, improve their legal awareness, and enhance the legal awareness of managers; 5. Draft and review legal documents such as industrial and commercial registration materials and articles of association of newly registered companies; 6. Review the company's trademark registration, patent application and other legal documents related to intellectual property, and provide lawyer advice for related legal affairs; 7. Provide guidance on legal affairs related to the company's business administration and tax regulations; 8. Put forward legal opinions on the company's major business decisions, and conduct legal analysis and demonstration of major projects; 9. Attend the board of directors of the company as an observer, and analyze and demonstrate the legal issues involved in the topics of the board meeting; 10. Provide legal advice on the legality of the company's corporate governance structure (including the structure of the board of directors, the structure of the shareholders' meeting and the structure of the board of supervisors). (2) Legal affairs of major business activities 1. Participate in the merger and division activities of the company, demonstrate its legal feasibility and operability, draft and review specific legal documents, and participate in the negotiation and supervision of the implementation of the entire activity; 2. Participate in the company's bidding and bidding activities, participate in project negotiations, issue legal opinions on bidding and bidding activities and make project bids; 3. Participate in the shareholding reform or asset restructuring of the company's Qi Zhiji, issue legal opinions, draft and review relevant legal documents; 4. Participate in the company's acquisition and anti-takeover, cooperate with the company to conduct legal argumentation and analysis, draft and review relevant legal documents and handle relevant legal affairs; 5. Participate in the selection and negotiation of investment projects, design investment plans, and assist in finding investment opportunities and investment partners; 6. Participate in other important economic activities such as financial leasing and asset transfer, and handle related legal affairs.