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中国国际金融股份有限公司关于蜀道投资集团有限责任公司豁免要约收购四川成渝高速公路股份有限公司的持续督导意见
Shang Hai Zheng Quan Bao·2025-09-10 20:06

Core Viewpoint - The article discusses the acquisition process of Sichuan Chengyu Highway Co., Ltd. by Shudao Investment Group, highlighting the compliance with regulatory requirements and the ongoing supervision by China International Capital Corporation (CICC) as the financial advisor [1][4]. Group 1: Acquisition Overview - Shudao Group acquired a total of 1,096,769,662 shares of Sichuan Chengyu, representing a 35.86% stake, following the merger of Sichuan Transportation Investment Group and Sichuan Railway Industry Investment Group [1]. - The acquisition was facilitated through a series of agreements signed between the involved parties, including the asset transfer agreement [1][2]. Group 2: Regulatory Compliance - Shudao Group received a written approval from the Hong Kong Securities and Futures Commission for the exemption from making a mandatory offer due to the nature of the asset transfer [2]. - Sichuan Chengyu has consistently fulfilled its reporting and announcement obligations throughout the acquisition process, including multiple disclosures on the Shanghai Stock Exchange [2][3]. Group 3: Ongoing Supervision - CICC has issued a continuous supervision opinion confirming that the asset transfer registration procedures have been completed and that the involved parties have adhered to disclosure obligations [4]. - The financial advisor has verified that there have been no violations of commitments made by Shudao Group during the supervision period [6]. Group 4: Future Plans and Commitments - Shudao Group has no plans to change the main business operations of Sichuan Chengyu in the next 12 months, nor does it intend to make significant adjustments to the company's assets or management [7][8][9]. - There are no plans for major changes to the company's articles of association or employee hiring practices during the supervision period [10][11]. Group 5: Corporate Governance - Sichuan Chengyu has established a sound corporate governance structure and internal control system, complying with the relevant regulations set by the China Securities Regulatory Commission [12]. - The company has maintained independent operations of its general meetings, board of directors, and supervisory board, with no significant violations of governance regulations identified [12]. Group 6: Other Obligations - There are no additional obligations from the acquisition that Shudao Group has failed to fulfill, indicating compliance with all stipulated requirements [14].