XMPD(SZ:000905) Zheng Quan Zhi Xing·2025-08-05 16:33Core Viewpoint - Fujian Xinshi Law Firm provides a legal opinion regarding Xiamen International Port Co., Ltd.'s acquisition of a 70% stake in Xiamen Container Terminal Group Co., Ltd. and the exemption from making a public offer [1][2]. Group 1: Acquisition Details - The acquisition involves Xiamen International Port purchasing 70% of the shares from Xiamen Container Terminal Group and raising supporting funds through issuing shares and cash [5]. - After the acquisition, Xiamen International Port will hold 76.84% of the shares in the listed company, maintaining its status as the controlling shareholder [5][6]. Group 2: Legal Compliance - Xiamen International Port is a legally established limited liability company in China, with no circumstances that would prohibit it from acquiring a listed company as per the regulations [5][6]. - The acquisition qualifies for exemption from making a public offer under the relevant regulations, as it involves increasing ownership without affecting the company's listing status [5][7]. Group 3: Procedural Requirements - The necessary approvals and authorizations for the acquisition have been obtained, including various resolutions from the board of directors [6][7]. - The acquisition has fulfilled the required legal procedures up to the date of the legal opinion, with further approvals still needed as per the regulations [6][8]. Group 4: Disclosure Obligations - Xiamen International Port has complied with information disclosure obligations, announcing the acquisition and its progress through designated information disclosure platforms [7][8]. - The company has not engaged in any securities violations related to the acquisition within the six months prior to the announcement [8].