Core Viewpoint - The equity restructuring involves an internal adjustment of the shareholding structure of Guohai Securities Co., Ltd. by its actual controller, Guangxi Investment Group, without changing the total number of shares held or the control rights of the company [2][4]. Group 1: Equity Restructuring Details - Guangxi Investment Group signed an "Equity Increase Agreement" and a "Share Transfer Agreement" with Guangxi Investment Group Financial Holdings Co., Ltd. (Guangxi Jinkong) on September 26, 2025, to transfer 859,343,587 shares of Zhongheng Group, representing 26.89% of its total share capital [3][5]. - After the completion of the equity increase, Guangxi Jinkong will become the controlling shareholder of Zhongheng Group, and its shareholding in Guohai Securities will increase to 676,634,592 shares, accounting for 10.60% of the total share capital [3][4]. Group 2: Financial Implications - The total value of the shares transferred is RMB 407,053.60 million, with a per-share price of RMB 4.74 [9][10]. - The equity increase will result in Guangxi Jinkong's registered capital increasing from RMB 1,060,792.41 million to RMB 1,467,846.01 million [7]. Group 3: Compliance and Regulatory Aspects - The share transfer requires compliance confirmation from the Shanghai Stock Exchange before proceeding with the transfer registration at the China Securities Depository and Clearing Corporation [2][12]. - Guangxi Jinkong will need to disclose a simplified equity change report as it will hold more than 10% of the shares post-restructuring [12].
国海证券股份有限公司关于 实际控制人的一致行动人内部股权结构调整暨股东权益变动的提示性公告