Alternative Public Offering (“APO”) is a new financing approach has been touted as a third option for financing private businesses. In an APO, a private company goes public by simultaneously completing a reverse merger transaction, or takeover, with a private placement equity capital raise. Confuway provides the following legal services for overseas listing transactions including, but not limited to:

Ø         Cooperate with other professional service providers to issue the APO’s feasibility analysis, especially focus on the company’s industrial position, scale, profit status, growth rates and future plan;

Ø         Assist the company in formulating the strategic proposal for fund raising in capital market;

Ø         Assist the company in formulating the re-organization proposal;

Ø         Select and recommend investors, and represent the company to issue preliminary recommendation;

Ø         Assist the company in preparing business plan;

Ø         Participate in negotiation between the company and investors, providing professional opinions and suggestions ;

Ø         Assist the investors in conducting due diligence on the company;

Ø         Assist American auditors in conducting financial due diligence and issuing financial statements;

Ø         Draft and review legal documents signed by the company and the investors;

Ø         Assist the company with offshore company formation and draft and review relative legal documents;

Ø         Assist the offshore company in incorporating a WOFE, or incorporating a JV with the company or its related party, and draft and review relative legal documents;

Ø         Assist the WOFE or JV in purchasing the company or its related party’s operating assets, and draft and review relative legal documents;

Ø         Assist in completing the reverse merger transaction between the offshore company and the shell company;

Ø           Oversee the investors to invest in offshore company on schedule;

Ø         Assist in completing relative registration in SEC.