frequently法律意见书英文

法律意见书英文

【篇一：英文法律意见书】

haoway investments limited uegistered

senior secured debt securities

关于豪威投资有限公司未登记优先担保债券的

attorney’s opinions

法律意见书

chongqing, p. r. china

march 17, 2007

二零零七年三月十七日

re: haoway investments limited uegistered senior secured

debt securities

关于豪威投资有限公司未登记优先担保债券的

attorney opinion letter

法律意见书

dated on march 17, 2007

二

oo

七年 三月十七日

gentleman or madam,

敬启者：

investment limited (haoway) and chongqing gaoshan real

estate development co. ltd. (gaoshan) (our clients), deliver our

opinion as follows:

according to (a) the european parliament?s purvis report; (b)

the post-fsap report on asset management; (c) cesr?s mandate

for the asset management experts group; (d) the iosco report

on “issues arising from the participation of retail investors in

hedge funds” (e) article 2 of directive 2001/108/ec (amending

the ucits [undertakings for collective investment in

transferable securities” or “ucits investment fund”] directive

85/611 on

investments), we delivered these opinions based on the

accepted professional standards and regulations and on the

principles of due diligence:

根据

(a)

欧洲议会的《

报告》，

(b)

< br>《关于资产管理的后

fsap

报告》，

< br>(c)

欧洲证券管理委员会对于资产管理专家小组的强制

要求，

(d)

国际证监会组织关于

“

零散投资人参与对冲基金有关问题

”

的报告，

(e)

欧盟第

2001/1 08/ec

号指令

第

2

条（关于修订

ucits [

可转让证券集合投资事业，也称证券投资

基金

]

投资的第

85/611

号指 令等有关法律法规的规定，本所按照律师

行业公认的业务标准、道德规范和勤勉尽责的精 神出具本法律意见

书。

as for this document, we hereby make following

representations:

对本所出具的本法律意见书，本所律师特作如下声明：

1.0 the basic legal requirements of these opinion include (a)

the

european parliament?s purvis report; (b) the post-fsap report

on asset management; (c) cesr?s mandate for the asset

management experts

group; (d) the iosco report on “issues arising from the

participation of retail investors in hedge funds” (e) article 2 of

directive 2001/108/ec (amending the ucits [undertakings for

collective investment in

transferable securities” or “ucits investment fund”] directive

85/611 on investments). and we delivered these opinions with

the existing facts and laws or regulations on or before the 5th

day of march, 2007.

本所律师依据

(a)

欧洲议会的《< /p>

purvis

报告》，

(b)

《关于资产管理

的后

fsap

< br>报告》，

(c)

欧洲证券管理委员会对于资产管理专家 小组

的强制要求，

(d)

国际证监会 组织关于

“

零散投资人参与对冲基金有

关问题

”

的报告，

(e)

2001/108/ec

号指令第

2

条（关于修订

ucits [

可转让证券集合投资事业，也称证券投资基金

]

投资的 第

85/611

号指令及本法律意见书出具日以前已经发生或存 在的事实以

及法律、法规的有关规定发表法律意见。

2.0 haoway pledges for supply of all facts, materials and

testimonies

which might be used for the background for these opinions,

and further guarantees the truthfulness, integrity and accuracy

thereof with no major

misrepresentations. any copies thereof shall be the same with

the

originals.

豪威公司保 证已经提供了本所律师认为作为出具本法律意见书所必

需的全部有关事实材料、副本材料 或者口头证言，且保证所提供材

料的真实性、完整性和准确性，无重大遗漏及误导性陈述 ，所提供

的复印件与原件具有一致性。

3.0 we merely deliver these opinions regarding uegistered

senior

secured debt securities of haoway. any data, information and

conclusion of relevant reports and documents by other

institutes involved shall not be commented by this firm.

本所律师仅就与豪威公司未登记优先担保债券涉及的有关法律问题

发表 法律意见。本法律意见书涉及到其他中介机构出具报告及相关

文件中数据、意见及结论之 处均为严格引述，并不表明本所及本所

律师对这些数据、意见及结论的任何评价。

4.0 for any major facts without evidences, we make these

opinions

according to the representations of our clients.

在本法律意见书 出具过程中，对于那些对本法律意见书至关重大但

已无法得到直接独立的证据支持的事实 ，本所律师依据委托人的有

关陈述出具相关的法律意见。

5.0 we do agree that haoway may make reference to the

opinion or

conclusion of these opinions in offering memorandum of

uegistered senior secured debt securities and any other

documents. however, no reference shall be made in misleading

way. unless otherwise addressed herein, all the terms in these

opinions shall be used, defined and explained in the same

meaning of those in offering memorandum.

本所律师同意豪威公司在豪威公司未登记优先担保债券募集说明书

中引 用本

法律意见书的有关意见及结 论，但该引述不应采取任何可能导致对

本法律意见书的理解出现偏差的方式进行。除非另 有说明，本法律

意见书和豪威公司未登记优先担保债券发行中使用、定义及解释的

所有术语具有相同含义。

6.0 these opinions shall be only used for uegistered senior

secured

debt securities of haoway. any other purposes shall not be

permitted. we agree to report these opinions attached with

other required legal

documents and to be responsible for these opinions.

本法律意见书仅供豪威公司未登记优先担保债券之目的使用，不得

用作任何其他目的。本 所律师同意将本法律意见书作为豪威公司未

登记优先担保债券所必备的法定文件，随其他 申请材料一起上报，

并依法对本法律意见所出具的法律意见承担责任。

< br>

we hereby make following attorney?s opinions for uegistered

senior secured debt securities of haoway:

本所律师现就豪威公司

未登记优先担 保债券涉及的相关法律问题，

出具如下法律意见：

7.0 haoway is in good standing under the laws of the

jurisdiction of its

incorporation, has been duly incorporated, is validly existing

as a corporation with corporate power and authority to own its

property and to conduct its business as described in the

offering documents and is duly qualified to transact business

and is in good standing in the state of its formation;

豪威公司是 依法正式成立并有效存续的法人，符合其管辖地法律的

各项规定，它有权力和授权拥有自 有财产和开展发行文件所述的业

务，有充分的资格进行交易，符合其成立所在州的法律。

8.0 the commitment letter has been duly authorized,

executed and

delivered by haoway;

【篇二：英文律师法律意见书范本】

sample attorney opinion letter

date

(name of client)

president

*** co., ltd

city, state, zip code

re: opinion letter regarding (name of employee, e.g., fictitious

** **)

dear (name):

after our initial meeting, i reviewed the papers you sent me

regarding the ** **matter. as i understand the situation, ms.**

signed a written employment

agreement with your company. the agreement stated that in

the event of

termination or resignation from her job as your sales

associate, ms. ** would

not call upon or sell goods to any of your customers for a

period of one year.

you have asked me to advise you about your rights, the

chance of success, the

amount of damages that may be recoverable, the costs

involved, and my ability to

represent you in this matter.

rights of *** against ms. **

when ms. ** signed a written contract with your company, she

agreed not to call

upon any of your customers for a period of one year. this is

called a

restrictive covenant. to enforce your covenant against ms.**,

you must bring

an action against her and prove your case. you have a choice

of forums in which

to bring the action: federal district court or a state court. since

it is easier

to obtain an injunction (an action to immediately stop her from

selling to your

customers) in a state court rather than a federal court, i would

suggest the

state court.

i must advise you that injunctions are largely discretionary

with the court, and

behalf. since you waited eight months before threatening to

sue ms. **, my

guess is that you have about a twenty percent (20%) chance of

obtaining an

injunction.

rights to and amount of damages

your chances of obtaining money damages against ms. **are

much greater than

your chances for an injunction. from our discussion and the

facts and evidence

suggested in your papers, it appears that the amount of

recoverable damages

would be measured by the profits you have lost since the time

ms. ** began

selling competitive products to your customers.

it should be understood that if we win our case, however,

ms.** may not

voluntarily pay the judgment. thus, it may be necessary to

enforce the judgment by having a sheriff or marshall seize and

sell assets not exempt from execution. however, if ms. ** does

not own assets, such as real estate, money in bank

accounts, stocks, etc., but owns only personal items exempt

from execution under the laws of our state, then any judgment

you obtain may not be worth much.

negatives to lawsuit

besides the fact that you may lose a lawsuit against ms. ** or

that any

judgment obtained may be uncollectible, there are other

negative factors you should consider before bringing a

lawsuit. these include court costs and attorney fees. court

costs are recoverable, but other costs, such as travel, the time

lost when you are called to testify (or required to help us

develop the case), and attorney fees, are not recoverable.

my services

i am familiar with the nature of your manufacturing business

and am qualified to represent you in this matter if you choose

to proceed. my fee would be based on my normal hourly

charge of $$250 for myself and $$150 for associates. trial time is

billed at $$1,000 per day. the initial services of preparing a

complaint and serving same would cost approximately $$300.

preparing a request for an

injunction and attending a hearing on the injunction would

cost approximately $$2,500.

it is quite possible that ms. ** would not retain her own

counsel and not

answer the complaint. this means that a default judgment

could be taken without the necessity of a trial. here attorney

fees would probably amount to no more than $$1,000.

i require a $$1,000 retainer to open a file and commence an

action.

if you wish to proceed with this matter, i will need to know the

full names and addresses of your customers to whom ms. ** is

presently selling and the estimated sales volume which you

have lost.

if you have any questions, please call me.

very truly yours,

name of attorney

【篇三：律师制作法律意见书和工作报告规 范

(

中英文

)

】

律师制作法律意见书和工作报告规范

版次：

01

修改码：

02

编号：

ty/zy01.05-2002 making legal

submissions and lawyers work standardized version of the

report: 01 to amend code: 02 #: ty/zy01.05-2002

1

目的和主题内容

1.1

为了指导律师制作法律意见书和工作报告，制订本规范。

1.2

本规范规定了律师出具法律意见书和工作报告的范围 和基本要求、

基本内容、出具程序、修改程序、反馈意见及工作底稿等。

1 purpose and content of 1.1 to guide the theme of making

legal submissions and lawyers work report, the formulation of

the code. 1.2 norms issued by a lawyer provided legal

submissions and report on the work of the scope and basic

requirements, the basic content, issued procedures, modify

the program, feedback and working papers, and so on.

2

适用范围

2.1

本规范适用于本所全体律师。

2.2

下列人员应通晓本规范：

1

）律师

2.3

下列人员应了解本规范：

1

）业务辅助人员

2 application of the 2.1 instruction applies to all this by the

lawyers. 2.2 the following persons should be proficient in the

standards: 1) 230 lawyers should understand the following

specifications: 1) operational support staff

3

术语

3.1

法律意见书：是指律师对有关的法律问题明确发表的结论性意见。

3.2

律师工作报告：是指律师详尽、完整地阐述所履行尽 职调查的情

况，在法律意见书中所发表意见或结论的依据、进行有关核查验证