韶能股份: 广东韶能集团股份有限公司关于公司控股股东、实际控制人拟发生变更的提示性公告

Core Viewpoint - The company is undergoing a change in its controlling shareholder and actual controller, transitioning to a new structure involving Guangdong Shaoguan City State-owned Assets Supervision and Administration Commission as the actual controller after a specific stock issuance [1][2][4] Summary by Sections Change of Controlling Shareholder and Actual Controller - As of the announcement date, the company has no controlling shareholder or actual controller. Following the completion of a stock issuance to specific investors, the controlling shareholder will change to Shaoguan Industrial Asset Management Co., Ltd. and Shaoguan Jin Cai Investment Group Co., Ltd., with the actual controller becoming the Shaoguan City State-owned Assets Supervision and Administration Commission [1][2] Procedures for Change - The change in controlling shareholder and actual controller requires several procedural steps, including approvals from state-owned asset authorities, shareholder meetings, and regulatory approvals from the National Market Supervision Administration and the China Securities Regulatory Commission [2][5] Shareholder Structure - As of June 30, 2025, the major shareholders include Shaoguan Industrial Asset Management Co., Ltd. (14.43%), Shenzhen Zhaowei Hengfa Energy Co., Ltd. (11.22%), and Shenzhen Risheng Chuangyuan Asset Management Co., Ltd. (7.07%), indicating a relatively dispersed shareholding structure [2][3] Agreements and Commitments - Shaoguan Jin Cai Investment Group and Shaoguan Industrial Asset Management have signed a "Joint Action Agreement" to coordinate their actions regarding shareholder rights and voting [3][4] - Shenzhen Zhaowei Hengfa has committed not to seek controlling status in the company and will support the transition to the new actual controller [4][5] Stock Issuance Details - The company plans to issue shares to specific investors, with the maximum shareholding post-issuance controlled by the new actual controller reaching 21.75% [5][6] Financial Overview of Jin Cai Investment - Jin Cai Investment Group has total assets of approximately 298.74 million, total liabilities of about 115.82 million, and net profit of around 20.50 million for the first quarter of 2025 [7][8]