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中盐化工: 内蒙古加度律师事务所关于中盐内蒙古化工股份有限公司参股公司减资之重大资产重组实施情况的法律意见书

Core Viewpoint - The legal opinion letter from Inner Mongolia Jadu Law Firm confirms the implementation of a significant asset restructuring involving the reduction of capital in a subsidiary of China Salt Inner Mongolia Chemical Co., Ltd, which will result in the subsidiary becoming a wholly-owned entity of the company [1][2]. Group 1: Transaction Overview - The transaction involves a targeted capital reduction by China Salt Alkali Industry Co., Ltd, where its shareholder Taihu Investment will no longer hold equity, making the subsidiary a wholly-owned company of China Salt Chemical [5]. - The transaction amount is set at 6.80866 billion yuan, which corresponds to the price paid for the natural soda ash mining rights [5][6]. - The transaction is classified as a major asset restructuring as it meets the criteria outlined in the restructuring management measures, with the transaction amount exceeding 50% of the company's net assets [7][8]. Group 2: Implementation Status - The necessary approvals and authorizations for the transaction have been obtained, and the business registration changes were completed on August 25, 2025 [8][9]. - The payment for the mining rights has been made, and operations are proceeding as planned [8]. - There are no significant discrepancies between the actual situation and previously disclosed information regarding the transaction [10]. Group 3: Legal Advisor's Opinion - The legal advisor confirms that the transaction has followed all necessary decision-making and approval procedures in compliance with relevant laws and regulations [10]. - The subsidiary has completed the necessary business registration changes, and there are no significant differences from previously disclosed information [10]. - The transaction does not involve any financial or asset occupation by the actual controller or related parties, and all parties are fulfilling their contractual obligations [10].