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广东建科: 广东广和律师事务所关于参与战略配售投资者核查事项的法律意见书
Zheng Quan Zhi Xing·2025-07-30 16:45

Core Viewpoint - The legal opinion letter confirms the eligibility of strategic investors participating in the initial public offering (IPO) of Guangdong Provincial Architectural Science Research Institute Group Co., Ltd. on the ChiNext board, highlighting the strategic partnerships and qualifications of the involved investors [2][3][4]. Group 1: Strategic Investors - The strategic investors include招商证券投资有限公司 (招商投资), 科学城(广州)投资集团有限公司 (科学城集团), 广州越秀产业投资有限公司 (越秀产业投资), 广东省旅游控股集团有限公司 (旅控集团), and 南方工业资产管理有限责任公司 (南方资产) [2][4][5]. - 招商投资 is a wholly-owned subsidiary of 招商证券, established as an alternative investment subsidiary, and is qualified to participate in the strategic placement [5][6]. - 科学城集团, a large enterprise with a registered capital of approximately 52.31 billion RMB, reported total assets exceeding 150 billion RMB and a net profit of -3.23 billion RMB for 2024 [10][11]. - 越秀产业投资, a subsidiary of 越秀资本, is involved in various financial services and has a significant operational scale, with 2023 revenue of 147.93 billion RMB [17][18]. - 旅控集团, a state-owned enterprise with total assets of 14.1 billion RMB and a net profit of 238 million RMB in 2024, is recognized as a major player in the tourism industry [24][25]. - 南方资产, a subsidiary of 中国兵装集团, focuses on strategic investments and has total assets of 17.843 billion RMB, with a net profit of 882 million RMB in 2024 [31]. Group 2: Investor Qualifications - The selection criteria for strategic investors include having a strategic partnership or long-term cooperation vision with the issuer [4][10]. - Each strategic investor has been verified to ensure compliance with relevant regulations and does not fall under the category of private investment funds requiring registration [4][6][24]. - The strategic investors have committed to using their own funds for the subscription and have sufficient liquidity to cover the investment amounts [6][12][29]. Group 3: Strategic Cooperation Agreements - The strategic cooperation agreements between the issuer and the investors outline collaborative efforts in various sectors, including construction engineering testing, urban development, and environmental management [11][25][27]. - Specific projects include joint research and development in green building technologies, urban infrastructure, and financial services to support the issuer's growth [20][28]. - The agreements emphasize mutual benefits and resource optimization to enhance competitiveness and drive growth in the respective industries [26][28].