Guosen Securities(SZ:002736) Zheng Quan Zhi Xing·2025-07-28 16:51Core Viewpoint - The article discusses the legal opinions provided by Beijing Tianyuan Law Firm regarding Guosen Securities Co., Ltd.'s issuance of shares to purchase assets and related party transactions, highlighting the necessary approvals and adjustments to the transaction plan due to profit distribution. Group 1: Transaction Approval and Authorization - The Shenzhen Stock Exchange's M&A Review Committee approved the transaction, confirming it meets restructuring conditions and information disclosure requirements [3][4] - The transaction has undergone necessary approval and authorization procedures, with additional approvals still required as per relevant regulations [5] Group 2: Changes in Transaction Plan - The transaction plan was adjusted due to Guosen Securities' profit distribution for 2024, affecting the issuance price and number of shares [6] - The adjusted issuance price is set at 8.25 yuan per share, with the total number of shares to be issued increased from 603,702,080 to 629,313,683 [7] Group 3: Substantial Conditions of the Transaction - The law firm verified that the transaction meets substantial conditions as outlined in the relevant legal documents, with no current legal issues affecting the board members [8] - The company has fulfilled its legal information disclosure obligations and will continue to do so as the transaction progresses [8] Group 4: Conclusion - The law firm concludes that, aside from obtaining necessary approvals from the China Securities Regulatory Commission, the transaction has met all required legal procedures and authorizations [9]