I. Structure of legal opinions
Legal opinions may involve various matters, so the specific contents may be different, but the basic contents of legal opinions should at least include the following aspects:
(1) Header: title, number, etc.
(two) the text, including
1. Basic information of customers;
2. Basic information of the trustee (i.e. the legal opinion issuer);
3. Entrust matters;
4. Relevant information provided by customers;
5. Information obtained by the trustee through independent investigation;
6. The current effective legal provisions on which the legal opinions are based;
7. Jurisprudence analysis;
8. Conclusion;
9. Statements and tips.
(3) Tail
1. Issuer's signature and date of issue;
2. Annex.
Second, the basic requirements of the contents of legal opinions
(a) the first, that is, the title, there are generally two ways to write in practice, one is to write a "legal opinion" directly; Firstly, clarify the nature of legal opinions, such as "legal opinions on the pre-loan review of XX Bank". In addition, there can be the number of legal opinions.
(2) the text.
1. 1, 2 mainly refer to the subjects involved in the legal opinion, that is, to list the identity matters of the principal and the trustee. The client refers to the party entrusted to issue a legal opinion; The trustee refers to the issuer of legal opinions, including lawyers and notaries. The identity of the two should be clearly listed. According to the requirements of general legal documents on identity matters, it should at least include, if the client is a natural person, the name, gender, date of birth, address and ID number in turn; If the client is a legal person or other organization, it shall specify the name, legal representative or person in charge, domicile and license number. The trustee shall indicate the lawyer/notary's name, practice institution and practice certificate number.
2. Item 3: Entrusting matters: It should be clearly stated which legal issues to provide legal advice.
3. Items 4 and 5 refer to the information provided by the client and the information obtained by the trustee through independent investigation respectively: all kinds of information and relevant facts shall be truthfully stated, and if there are attachments, they shall be separately indicated.
4. The legal provisions on which the legal opinions are issued need not be specific to the terms, but only the names of laws, regulations and judicial interpretations, the issuing authorities and the implementation date.
It should be noted that item 5 of legal opinions is sometimes blank, because lawyers and notaries are not obliged to investigate and obtain other information when issuing some legal opinions. Generally, this part can only appear in legal opinions when lawyers and notaries have the obligation to investigate and obtain other information. This obligation may come from the request of the entrusting party or from the direct provisions of the law.
5. Legal analysis: Legal analysis is the main body of legal opinions. It is necessary to make a detailed analysis of facts and legal provisions, and the provisions quoted by laws, regulations and even judicial interpretations should be complete and specific. If necessary, it should also be expounded in jurisprudence.
6. Conclusion: The conclusion part is the carrier to realize the purpose of the legal opinion, so it is of great significance to the client and other interested parties, and it is also the most direct basis for the client and other interested parties to make decisions. The wording should be rigorous, objective and direct.
7. Statement and prompt clauses: The statement clauses are related to the responsibility of legal opinions and are very important to any party. The contents of the declaration clause include the liability limitation clause, that is, the clause that the issuer limits and excludes its own liability; Prompt clause is a clause that the issuer reminds the client and other interested parties to pay special attention to, and it is also related to the possible responsibilities of the client.
8. Signature, seal and date of issuance: in the lower right corner of the legal opinion, the issuer of the legal opinion should sign and seal, that is, the lawyer or notary should write his name in this position, and the law firm or notary office that issued the legal opinion should affix the official seal, and the seal position should be able to suppress the signature and date of issuance of the lawyer or notary. As for the date of issuance, it refers to the time when the legal opinion was issued, and the date should be expressed in Chinese characters instead of Arabic numerals.
9. Appendix: The legal opinion should be accompanied by documents that may affect the conclusion of the legal opinion. If there are many attachments, extra attachments should be prepared.