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立新能源: 新疆立新能源股份有限公司关于转让子公司部分股权并增资暨关联交易的公告

Core Viewpoint - The company, Xinjiang Lixin New Energy Co., Ltd., plans to transfer 49% equity stakes in four wholly-owned subsidiaries to its controlling shareholder's subsidiary, along with a capital increase, as part of a related party transaction aimed at reducing financing costs and alleviating financial pressure [1][13][14]. Group 1: Related Party Transaction Overview - The company intends to transfer 49% equity stakes in four subsidiaries to North Xinjiang Investment Co., Ltd., a wholly-owned subsidiary of its controlling shareholder, Xinjiang Energy Group [1][2]. - The transfer prices for the subsidiaries are set at CNY 1,710,933, CNY 489,020, CNY 0, and CNY 0 respectively [1][10]. - The registered capital of the subsidiaries will increase significantly post-transaction, with total increases amounting to CNY 14,370.22 million, CNY 19,008.36 million, CNY 1,555.10 million, and CNY 3,091.84 million for each subsidiary [1][12][13]. Group 2: Financial Information of Related Parties - North Xinjiang Investment Co., Ltd. has total assets of CNY 427,138.32 million and net assets of CNY 106,623.31 million as of the last audited financial year [3]. - The company has reported a net profit of CNY 123.30 million, indicating a recovery from a previous loss of CNY 609.62 million [3]. Group 3: Subsidiary Details - The four subsidiaries involved in the transaction are: 1. Hetian Lixin Comprehensive Energy Co., Ltd. with a registered capital of CNY 5,000 million, established on January 16, 2025 [4]. 2. Pishan Lixin Comprehensive Energy Co., Ltd. with a registered capital of CNY 5,000 million, established on January 20, 2025 [5]. 3. Hetian City Lixin Comprehensive Energy Co., Ltd. with a registered capital of CNY 4,400 million, established on April 25, 2025 [6]. 4. Minfeng County Lixin Comprehensive Energy Co., Ltd. with a registered capital of CNY 8,800 million, established on April 24, 2025 [6]. Group 4: Purpose and Impact of the Transaction - The transaction aims to resolve substantial competition between the company and its controlling shareholder, thereby improving operational efficiency and reducing financial burdens [13][14]. - The company asserts that the transaction will not alter the scope of consolidated financial statements and will not harm the interests of shareholders, particularly minority shareholders [13][14].