美丽生态: 关于股改限售股份上市流通的提示性公告

Core Viewpoint - Shenzhen Beautiful Ecology Co., Ltd. is undergoing a share reform plan involving cash and equity transfers to facilitate the conversion of non-circulating shares into circulating shares, significantly altering its share structure and ownership distribution [1][2]. Summary by Sections Share Reform Plan Overview - The company will receive a cash gift of 441,052,344.00 yuan and 100% equity stakes in two companies, valued at 27,572.58 million yuan, from Wuyue Qiankun Investment Co., Ltd. to compensate non-circulating shareholders [1]. - The company will issue 176,160,000 shares to Wuyue Qiankun and 61,510,802 shares to other non-circulating shareholders, translating to approximately 7.78 shares for every 10 shares held [1]. - Circulating shareholders will receive 203,381,538 shares, equating to 30 shares for every 10 shares held, resulting in a total share capital of 588,069,788 shares post-reform [1]. Shareholder Meeting and Approval - The first extraordinary general meeting in 2013 approved the share reform plan [2]. - Wuyue Qiankun's shareholding increased to 176,360,000 shares post-reform, all classified as limited circulating shares [2]. Commitments and Compliance - Wuyue Qiankun made several commitments during the share reform, including timely and accurate information disclosure and avoiding insider trading [3][6]. - The commitments have been fulfilled, ensuring no conflicts of interest or competitive activities with the company [6][9]. Changes in Share Structure - The total number of limited circulating shares decreased by 50,000,000, while unlimited circulating shares increased by the same amount, resulting in a new total of 1,149,652,292 shares [11][12]. - The shareholding structure reflects a shift in ownership dynamics, with the company ensuring compliance with relevant laws and regulations [12][13]. Other Matters - The independent financial advisor confirmed that all commitments made by the original controlling shareholder have been fulfilled, supporting the legitimacy of the share reform process [13][14].