Group 1 - The core point of the acquisition report is that Dongfeng Investment plans to merge with Dongfeng Group Co., Ltd., acquiring 1,100,000,000 shares of Dongfeng Motor Co., Ltd., which will result in Dongfeng Investment holding 55% of the shares, thus becoming the controlling shareholder of Dongfeng Motor Co., Ltd. [1][10][15] - The acquisition is based on the provisions of the Company Law and the Securities Law of the People's Republic of China, and it has been authorized and approved according to the necessary legal procedures [1][10][12] - The acquisition will not change the actual controller of Dongfeng Motor Co., Ltd., which remains under the State-owned Assets Supervision and Administration Commission of the State Council [1][15][16] Group 2 - Dongfeng Investment was established on December 31, 1992, with a registered capital of 61.05 million yuan, and is a wholly-owned subsidiary of Dongfeng Motor Group Co., Ltd. [2][3] - The financial data for Dongfeng Investment shows total assets of 432,063.69 million yuan, net assets of 357,058.02 million yuan, and a net profit of 44,911.15 million yuan for the year 2024 [9][10] - Dongfeng Group Co., Ltd., the controlling shareholder of Dongfeng Investment, has a registered capital of 1,560,000 million yuan and is also wholly owned by the State-owned Assets Supervision and Administration Commission [2][3][7] Group 3 - The acquisition will be executed through a merger agreement signed on August 22, 2025, which stipulates that Dongfeng Investment will inherit all assets, liabilities, rights, and obligations of Dongfeng Group Co., Ltd. [1][10][12] - The acquisition does not involve any restrictions on the transfer of shares, as all shares held by Dongfeng Group Co., Ltd. are freely tradable [1][15][16] - There are no plans for significant changes to the main business operations or management structure of Dongfeng Motor Co., Ltd. in the next 12 months following the acquisition [16][18]
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