中国国际金融股份有限公司 简式权益变动报告书
Zheng Quan Ri Bao·2025-12-17 23:07

Core Viewpoint - The company, China International Capital Corporation (CICC), is planning a share swap merger with Dongxing Securities and China Cinda Asset Management, which will result in a change in the shareholding structure of CICC [1][33]. Group 1: Transaction Overview - The transaction involves CICC issuing A-shares to all A-share shareholders of Dongxing Securities and Cinda Securities in exchange for their shares [14]. - The merger agreement was signed on December 17, 2025, and will lead to the absorption of all assets, liabilities, and rights of Dongxing Securities and Cinda Securities by CICC [14]. - Following the merger, Dongxing Securities and Cinda Securities will be delisted and their legal entities will be dissolved [14]. Group 2: Approval Process - The transaction requires multiple approvals, including from the boards of directors of all involved parties and the shareholders' meetings of CICC, Dongxing Securities, and Cinda Securities [3][4][5][6][7][8]. - Additionally, it must receive approval from the Hong Kong Stock Exchange and the Shanghai Stock Exchange, as well as the China Securities Regulatory Commission [9][10]. Group 3: Shareholding Changes - Prior to the transaction, the information disclosure obligor did not hold any shares in CICC [15]. - Post-merger, the information disclosure obligor will hold approximately 1,323.67 million A-shares, representing 16.71% of the total share capital of the newly merged entity [15]. Group 4: Future Plans - The information disclosure obligor has no plans to increase its shareholding in CICC within the next 12 months, aside from the changes resulting from the merger [13].