1. What is the "preferential liquidation right" clause?
"Right of first refusal" clauses are commonly found in various types of investment agreements, including private equity investment agreements. Capital entering the portfolio company at a high premium usually does not exit at the normal price. Therefore, it is common to include a preferential liquidation clause in the investment agreement. The so-called "preferential liquidation right" clause generally refers to the clause that when the company is liquidated (deemed to be liquidated), the investor has the right to distribute the remaining assets of the company in priority over other shareholders in accordance with the investment agreement and other agreements.

Article 75 of the Company Law of the People's Republic of China stipulates: "After the death of a natural person shareholder, his legal heirs may inherit the shareholder qualifications; However, except as otherwise provided in the articles of association". It's a very simple sentence, but the legal issues contained in it are not simple at all, and the author will dissect it for you.

In December 2019, some medical institutions in Wuhan successively appeared patients with pneumonia of unknown cause, which were later diagnosed with the new coronavirus (hereinafter referred to as the new coronavirus) and broke out on a large scale. In order to effectively control the spread of the new crown virus, the national level began to extend the Spring Festival holiday, and various localities issued corresponding documents to delay the resumption of work according to the specific situation of the epidemic, which in the case of Jiangsu Province was postponed to February 9, 2020, that is, February 9, 2020 24 Enterprises are not allowed to resume production before. Although it is now time to resume work, local governments have taken corresponding control measures in response to the spread of the epidemic. During this period, we will discuss how wages are paid, whether companies can lower their wage standards, and the ways to terminate their labor contracts, and the legal liabilities during this period.

With the end of the postponed resumption period announced by local governments, enterprises will resume work one after another in accordance with the policy arrangements of local governments. However, due to the impact of the new coronavirus epidemic, governments at all levels have put forward requirements for flexible work methods and working hours, and enterprises will face flexible and complex employment patterns after resuming work. This article will briefly sort out the work injury determination of employees who return to work infected with new coronavirus pneumonia in accordance with relevant laws and regulations, in order to be able to throw bricks and stones.

During the critical period of epidemic prevention and control, it is very important to be scientific and orderly in accordance with the law. On February 11, 2020, the Adjudication Committee of the Jiangsu Provincial Higher People's Court deliberated and adopted the Guidelines for the Trial of Criminal Cases Related to the Prevention and Control of the Novel Coronavirus Pneumonia Epidemic (hereinafter referred to as the "Trial Guidelines").

On February 2, 2020, the Huzhou Council for the Promotion of International Trade in Zhejiang Province issued the country's first force majeure certificate of force majeure for the new coronavirus pneumonia epidemic at the application of an auto parts manufacturing enterprise in Huzhou. Under the influence of the nationwide "new crown" epidemic, a large number of obstacles to contract performance similar to those in Huzhou will inevitably emerge, and whether the force majeure provisions of Article 117 of the Contract Law of the People's Republic of China are automatically applicable in each case cannot be generalized. The purpose of this article is to discuss the specific application of force majeure provisions from the perspective of exploring the origin of the concept of force majeure and commenting on legal norm

As the new coronavirus epidemic becomes more and more serious, in order to improve epidemic prevention measures and avoid crowd gathering, the central government and local governments have successively announced notices to extend the Spring Festival holiday or postpone the resumption of work; Although the above notice has become an effective means to interrupt the spread of the disease, whether it is the business activities of enterprises or the rights and interests of workers, it is inevitable that they will be greatly affected, and many legal problems will arise, so this article mainly analyzes the legal issues of labor employment in relevant enterprises based on the policies issued at this stage.

With the development of the novel coronavirus epidemic, the government has successively introduced a number of measures to prevent and control the epidemic, including delaying the resumption of work. In addition, on January 30, 2020, the WHO officially declared this outbreak to constitute a public health emergency of international concern. As a result, it has had a huge impact on the contract performance of domestic and foreign enterprises, and has been hindered in many aspects such as the production of goods, import and export logistics, and also interfered with some normal market transaction orders.

In order to respond to the call of the Party and the government and actively participate in the battle of epidemic prevention and control, all lawyers of Gaopeng formulated an emergency service plan at the first time, and reported our work arrangements to our clients in a letter to clients, and reminded them of legal risks in the special period.