Core Viewpoint - The supplementary legal opinion outlines the compliance of Sichuan Hongda Co., Ltd.'s stock issuance to specific targets, particularly focusing on the shareholding structure and the use of raised funds for debt repayment and working capital replenishment [1][2][3]. Group 1: Stock Issuance and Shareholding - The stock issuance is directed towards the controlling shareholder, Shudao Group, which will increase its shareholding from 31.31% to 47.16% post-issuance [3][4]. - Shudao Group has committed to a lock-up period of 36 months for the newly acquired shares, complying with relevant regulations [5][6]. - The lock-up period for shares held prior to the issuance is set at 18 months, also meeting regulatory requirements [7]. Group 2: Fund Utilization - The raised funds amounting to approximately 1.505 billion yuan (150,541.69 million) are intended for repaying debts related to Jinding Zinc Industry, which is linked to the company's original main business [10][12]. - The debts from Jinding Zinc Industry arose from a court ruling confirming the invalidity of the company's 60% equity stake in Jinding Zinc, resulting in a repayment obligation of approximately 637.39 million yuan [8][10]. - The funds will also be used to alleviate the financial burden on the company, which has a high debt ratio of 82.87% as of the reporting period [11][12]. Group 3: Legal Compliance and Risk Management - The legal opinion confirms that the stock issuance and the associated lock-up periods comply with the Securities Law and relevant regulations [13][24]. - The company has resolved all debts related to the Jinding Zinc contract dispute, and the previously frozen assets are no longer subject to disposal or sale, having been released from restrictions [22][24]. - The company has successfully claimed its rights in the bankruptcy proceedings of Hongda Group, confirming no other debt disputes exist [15][24].
宏达股份: 北京中银律师事务所关于四川宏达股份有限公司向特定对象发行股票的补充法律意见书(一)(修订稿)