What are the procedures for acquiring small-scale companies?

Legal subjectivity:

Acquisition process: 1. The acquiree collects and sorts out the preliminary recommendation materials and sends them to the acquirer; The acquirer organizes the project team, establishes the internal communication meeting decision-making mechanism, and makes a preliminary study and evaluation on the strategic significance and feasibility of the transaction. 2. The first round of bidding: the acquired party and its financial adviser make transaction process documents and information records, and the acquirer establishes a valuation model with reference to the information in the process documents and information memorandum to make a preliminary valuation of the target; The acquirer approves the transaction structure and financing plan; After the acquirer initially determines the target valuation and trading scheme, it will submit a non-binding letter of intent to the acquired investment bank to inform it of its intention to bid. 3. The second round of bidding: the acquirer prepares a due diligence list, hires professionals in law, finance, taxation, commerce and other fields to conduct due diligence in all aspects, and reviews the information provided by the acquired party; Both parties modify and negotiate the share purchase agreement and negotiate the purchase consideration. 4. Conduct final negotiation and document signing. 5. Approve the transaction documents and equity delivery.

Legal objectivity:

Article 142 of the Company Law When a listed company purchases its own shares, it shall fulfill its information disclosure obligations in accordance with the provisions of the Securities Law of People's Republic of China (PRC). Article 142 A company may not purchase its own shares. However, except for one of the following circumstances: (1) reducing the registered capital of the company; (2) Merging with other companies holding shares of the Company; (3) Use the shares for employee stock ownership plan or equity incentive. When a listed company purchases its own shares, it shall fulfill the obligation of information disclosure in accordance with the provisions of the Securities Law of People's Republic of China (PRC). A listed company shall purchase its shares under the circumstances specified in items (3), (5) and (6) of the first paragraph of this article through public centralized trading. A company may not accept its own shares as the object of pledge.