Zheng Quan Zhi Xing·2025-09-05 11:24Core Viewpoint - The financial advisor, Guotai Junan Securities, has issued a verification opinion on the detailed equity change report regarding the acquisition of 10.02% of Shouhua Gas Technology (Shanghai) Co., Ltd. by Shanghai Houde Miao Jing Business Consulting Co., Ltd. from Ganzhou Haide Investment Partnership [1][4][5] Summary by Sections Financial Advisor's Verification Opinion - The financial advisor conducted due diligence and found no false records, misleading statements, or significant omissions in the detailed equity change report [4][6] - The information disclosed by the information disclosure obligor and its concerted actors is deemed true, accurate, and complete, complying with relevant laws and regulations [4][5] Purpose of the Acquisition - The information disclosure obligor aims to gain control over Shouhua Gas due to its recognition of the company's value and growth prospects [4][5] Basic Information of the Information Disclosure Obligor - Shanghai Houde Miao Jing Business Consulting Co., Ltd. is a limited liability company established on July 22, 2022, with a registered capital of 1 million yuan [6][7] - The actual controller of the company is Liu Qingli, who holds 100% of the shares [6][7] Financial Strength for Acquisition - The acquisition involves a cash payment of 330.6744 million yuan for 27,216,000 shares, representing 10.02% of the total share capital of Shouhua Gas [3][17] - The funds for the acquisition will come from the self-owned or self-raised funds of Shanghai Houde and its actual controller [17][22] Management Capability - After the transaction, the information disclosure obligor and its concerted actors will become the controlling shareholders of Shouhua Gas, ensuring the company's independent operation and governance [18][26] - The financial advisor has provided necessary guidance on compliance with securities market regulations to the management of the information disclosure obligor [18][21] Future Plans - There are currently no plans for significant adjustments to the main business or major asset disposals within the next 12 months [23][24] - The information disclosure obligor and its concerted actors have committed to maintaining the stability of the company's operations during the transition period [22][23] Impact on Independence and Development - The acquisition is not expected to adversely affect the independence and sustainable development of Shouhua Gas, as the company has established a sound governance structure [26][28] - The information disclosure obligor has committed to maintaining the independence of the company in terms of personnel, assets, finance, and operations [26][28] Competition and Related Transactions - There is no significant competition between the information disclosure obligor's other businesses and Shouhua Gas, and measures will be taken to avoid potential conflicts [27][28] - No related transactions exist between the information disclosure obligor and Shouhua Gas, and commitments have been made to ensure fair market practices [27][28]