Guo Ji Jin Rong Bao·2025-11-13 15:15Core Viewpoint - The lawsuit filed by individual Wang Gongwei against Dazhihui aims to annul the resolutions passed at the company's second extraordinary general meeting regarding the merger with Xiangcai Co, raising uncertainties about the merger process [5][4]. Group 1: Lawsuit Details - Wang Gongwei filed a lawsuit on October 15, 2025, claiming that Dazhihui did not hire a securities service institution to audit or evaluate the overall assets of Xiangcai Co, and that the resolutions violated company and stock exchange rules [5]. - Dazhihui asserts that it has followed the necessary procedures for the merger and that the resolutions are legally valid, indicating that the lawsuit does not currently involve a specific monetary amount [5][6]. Group 2: Market Reaction - Following the news of the lawsuit, both Dazhihui and Xiangcai Co experienced a significant drop in stock prices, falling over 8% on November 12, with only a slight rebound the next day [3][2]. Group 3: Regulatory Process - The merger has entered the regulatory review stage, with the Shanghai Stock Exchange acknowledging the completeness of the application documents and deciding to accept them for review [6]. - The merger requires approval from the Shanghai Stock Exchange and the China Securities Regulatory Commission before it can be officially implemented, with uncertainties remaining regarding the approval timeline [6]. Group 4: Industry Response - Experts suggest that companies should actively disclose the fair value of the merger target to maintain investor confidence and avoid perceptions of flaws or concealment in major transactions [8]. - It is recommended that companies form specialized legal teams to ensure compliance and address potential litigation proactively, while also maintaining open communication with regulatory bodies [9]. Group 5: Investor Guidance - Investors are advised to closely monitor the company's handling of the lawsuit and its implications for the merger, as a negative court ruling could severely impact stock prices [11]. - It is crucial for investors to assess the compliance and regulatory progress of the merger, focusing on the legitimacy of shareholder meeting resolutions and the opinions of financial and legal advisors [12].