ST联合: 国旅文化投资集团股份有限公司董事会关于本次交易符合《上市公司监管指引第9号——上市公司筹划和实施重大资产重组的监管要求》第四条规定的说明
Zheng Quan Zhi Xing·2025-08-25 17:08

Core Viewpoint - The company plans to acquire 100% of Jiangxi Runtian Industrial Co., Ltd. through a combination of issuing shares and cash payment, along with raising supporting funds, which is in compliance with regulatory requirements for major asset restructuring [1][2]. Group 1 - The target asset for this transaction is the 100% equity of Runtian Industrial, which does not involve any project approvals related to environmental, industry access, land use, planning, or construction [1]. - The transaction counterparty legally holds 100% of Runtian Industrial's shares, and there are no issues regarding the authenticity of the capital or the company's legal existence [2]. - After the completion of the restructuring, Runtian Industrial will become a wholly-owned subsidiary of the company, ensuring continued independence in business, assets, finance, personnel, and organization [2]. Group 2 - The restructuring is expected to improve the company's financial condition and enhance its ongoing operational capabilities, while also broadening and emphasizing its main business [2]. - The transaction will not lead to significant adverse impacts from competitive operations or severely affect the company's independence or fairness in related transactions [2].