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新华网股份有限公司关于控股股东国有股份无偿划转的提示性公告

Core Viewpoint - The transfer of 264,679,740 shares (51.00% of total shares) from Xinhua News Agency to its wholly-owned subsidiary, Xinhua Investment Holdings, is a significant restructuring of ownership, resulting in Xinhua Investment Holdings becoming the controlling shareholder of Xinhua Net with a total of 318,779,610 shares (61.42% of total shares) [2][4][22]. Group 1: Share Transfer Details - The share transfer has been approved by the National Administration for State Assets and the Ministry of Finance, but still requires compliance review from the Shanghai Stock Exchange [3][23]. - After the transfer, Xinhua News Agency will no longer hold shares in Xinhua Net, while Xinhua Investment Holdings will become the direct controlling shareholder [2][4][22]. Group 2: Impact on Shareholding Structure - Before the transfer, Xinhua Investment Holdings held 54,099,870 shares (10.42% of total shares), including 27,049,935 shares (5.21% of total shares) through a specific pledge account [5]. - The new shareholding structure post-transfer will not adversely affect the company's normal operations or the interests of minority shareholders [22]. Group 3: Commitments and Assurances - Xinhua News Agency has made commitments to avoid competition with Xinhua Net and ensure that it remains the only national-level comprehensive news portal [12][16]. - Both Xinhua News Agency and Xinhua Investment Holdings have committed to maintaining the independence of Xinhua Net in terms of assets, personnel, finance, and operations [15][20]. Group 4: Future Steps - The completion of the share transfer is subject to further regulatory approvals and the necessary registration procedures with the China Securities Depository and Clearing Corporation [3][23]. - The company will ensure timely disclosure of relevant information and monitor the progress of these matters closely [23].