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浙江正裕工业股份有限公司关于控股股东拟存续分立的提示性公告

Core Viewpoint - Zhejiang Zhengyu Industrial Co., Ltd. announced that its controlling shareholder, Zhejiang Zhengyu Investment Co., Ltd., plans to undergo a spin-off, creating new companies while maintaining the existing shareholding structure and control relationships [1][3]. Group 1: Spin-off Details - The spin-off will result in Zhejiang Zhengyu Investment being divided into a continuing entity and three new companies: Taizhou Yule Holdings Co., Ltd., Taizhou Haoxiang Holdings Co., Ltd., and Taizhou Zhigao Junhe Holdings Co., Ltd. [1][2] - Before the spin-off, the registered capital of Zhengyu Investment was 20 million yuan; post-spin-off, it will be reduced to 10 million yuan, while the new companies will have registered capitals of 3.25 million yuan, 3.5 million yuan, and 3.25 million yuan respectively [2][5]. Group 2: Shareholding Structure - The shareholding structure will remain unchanged post-spin-off, with Zheng Liansong holding 35%, Zheng Nianhui 32.5%, and Zheng Lianping 32.5% in the new entities [2][3]. - The spin-off will involve transferring 13.3354% (32,009,400 shares) of the company's shares to Yule Holdings, 14.3612% (34,471,700 shares) to Haoxiang Holdings, and 13.3354% (32,009,400 shares) to Zhigao Junhe Holdings, with the continuing Zhengyu Investment no longer holding any shares in the company [2][3]. Group 3: Control and Commitments - The actual controller of the company will remain unchanged, with the controlling shareholder transitioning from Zhengyu Investment to Yule Holdings, while Haoxiang Holdings and Zhigao Junhe Holdings will act in concert with Yule Holdings [3][6]. - Post-spin-off, the major shareholders will continue to comply with regulations regarding shareholding disclosures and restrictions on share reductions, including limits on share sales over specified periods [6][7].