福蓉科技: 福建至理律师事务所关于福蓉科技收购报告书的法律意见书

Group 1 - The core point of the news is the legal opinion regarding the acquisition report of Sichuan Furong Technology Co., Ltd. by Fujian Industrial Holding Group Co., Ltd. through a non-compensatory transfer of 80% equity of Fujian Metallurgy to Fujian Industrial Holding Group, making it an indirect controlling shareholder of Furong Technology [1][2][10] - The acquisition aims to accelerate the strategic restructuring and professional integration of state-owned enterprises in Fujian Province, aligning with the decisions of the Fujian Provincial Party Committee and Government [10][11] - The acquisition does not change the controlling shareholder or actual controller of Furong Technology, which remains Nanping Aluminum Industry and Fujian Provincial State-owned Assets Supervision and Administration Commission respectively [10][12] Group 2 - Fujian Industrial Holding Group is a state-owned sole proprietorship registered with the Fujian Provincial Market Supervision Administration, with a registered capital of 800 million yuan [4][5] - The acquisition process has been approved by the Fujian Provincial State-owned Assets Supervision and Administration Commission, which issued notifications regarding the establishment and equity transfer to Fujian Industrial Holding Group [11][12] - The acquisition will not lead to any changes in the independence of Furong Technology, as the controlling shareholder and actual controller remain unchanged [16][17] Group 3 - The acquisition is structured as a non-compensatory transfer, resulting in Fujian Industrial Holding Group indirectly controlling 65.72% of Furong Technology's shares through its subsidiaries [12][13] - There are no restrictions on the rights of the shares involved in the acquisition, such as lock-up, pledge, or judicial freeze [13] - The funding for the acquisition does not involve any payment, as it is a transfer of state-owned assets [14] Group 4 - Post-acquisition, there are no plans to change the main business of Furong Technology or make significant adjustments within twelve months [15][16] - The acquisition does not introduce any new related party transactions, as the controlling shareholder and actual controller remain the same [27][28] - Commitments have been made to avoid any potential competition between Fujian Industrial Holding Group and Furong Technology, ensuring that the latter's business remains unique and protected [20][21][26]