BANK COMM(601328) 证券之星·2025-03-30 09:02Core Viewpoint - The legal opinion from King & Wood Mallesons confirms that the Ministry of Finance's acquisition of shares in Bank of Communications through a private placement is compliant with relevant laws and regulations, and the transaction is structured to enhance the bank's capital adequacy [2][11][21]. Group 1: Acquisition Overview - The Ministry of Finance will acquire shares in Bank of Communications through a cash subscription, aiming to strengthen the bank's capital base [8][10]. - Following the transaction, the Ministry of Finance will hold approximately 34.80% of the total shares, making it the controlling shareholder of the bank [10][15]. - The subscription price is set at 8.71 RMB per share, which is not less than 80% of the average trading price over the previous 20 trading days [10][11]. Group 2: Regulatory Compliance - The acquisition has been reviewed and approved by the necessary internal and external bodies, including the board of directors and the shareholders' meeting of Bank of Communications [8][15]. - The Ministry of Finance has committed to not transferring the newly acquired shares for five years, which allows it to avoid mandatory tender offer obligations under the regulations [15][21]. Group 3: Financial and Operational Impact - The acquisition is expected to have no negative impact on the operational independence of Bank of Communications, as it will continue to operate with a complete business system [19]. - There are no plans for significant changes to the bank's main business or management structure in the next 12 months following the acquisition [16][19]. Group 4: Legal and Documentation Aspects - The legal opinion confirms that the acquisition complies with the relevant provisions of the Securities Law and the Regulations on the Management of Acquisitions of Listed Companies [2][21]. - The acquisition report includes necessary disclosures and has been formatted according to regulatory requirements, ensuring transparency and compliance [21].