JDM(SH:603088) Zheng Quan Zhi Xing·2025-06-10 10:39Core Viewpoint - The legal opinion regarding the acquisition of Ningbo Jingda Forming Equipment Co., Ltd. by Ningbo Forming Holdings Co., Ltd. outlines the compliance with relevant laws and regulations, confirming the legitimacy of the acquisition process and the qualifications of the acquiring party [1][2][3]. Group 1: Acquiring Party Information - Ningbo Forming Holdings Co., Ltd. was established on January 23, 1995, with a registered capital of 5 million RMB, and operates as a limited liability company [4][5]. - The company is a wholly state-owned limited liability company, with its controlling shareholder being Ningbo Tongshang, which is supervised by the Ningbo Municipal Government's State-owned Assets Supervision and Administration Commission [5][6]. Group 2: Financial Status - As of December 31, 2024, Ningbo Forming's total assets amounted to 22,495.23 million RMB, with net assets of 22,492.73 million RMB and a debt-to-asset ratio of 0.01% [16][17]. - The company reported a net profit of 3,725.80 million RMB for the fiscal year 2024, with a return on net assets of 16.56% [17]. Group 3: Legal Compliance and History - The legal opinion confirms that Ningbo Forming has not faced any bankruptcy, dissolution, or closure orders as per relevant laws and regulations [5]. - The company has been publicly reprimanded by the Shanghai Stock Exchange for previous violations related to the transfer of control of Ningbo Jingda, but there have been no administrative penalties or criminal charges in the last five years [18][19][24]. Group 4: Management Team - The current management team includes Li Hengsheng as Chairman and General Manager, with other key personnel being Hu Liyi, Zhou Zhi, Yang Jian, Zhao Yingqi, and Zheng Bing, all of whom have no criminal records or significant legal issues in the past five years [24]. Group 5: Shareholding Structure - As of the date of the legal opinion, Ningbo Forming does not hold 5% or more of shares in any other listed companies, while its controlling shareholder, Ningbo Tongshang, does hold significant stakes in other companies [25][26].