深圳市名家汇科技股份有限公司关于股东权益变动暨控股股东、实际控制人发生变更的提示性公告

Core Viewpoint - The announcement details the change in shareholder equity and the shift in control of Shenzhen Mingjiahui Technology Co., Ltd. following the implementation of its restructuring plan, with Newyu Lingjiu Investment Management Center (Limited Partnership) becoming the controlling shareholder and Wu Liqiu as the actual controller [2][5][10]. Group 1: Background of the Equity Change - On May 17, 2024, the company received a creditor's application for restructuring due to its inability to repay debts, leading to the initiation of a pre-restructuring process [3]. - The Shenzhen Intermediate People's Court appointed Shenzhen Zhengyuan Liquidation Co., Ltd. as the pre-restructuring manager on July 30, 2024 [3]. - On November 25, 2024, a creditors' meeting selected Newyu Lingjiu as the restructuring investor [3]. - The restructuring investment agreement was signed on February 2025, outlining the transaction details [3]. Group 2: Restructuring Process and Outcomes - On November 27, 2025, the Guangdong High Court approved the restructuring plan, marking the transition to the execution phase [5]. - The restructuring plan involved a capital reserve increase, resulting in the issuance of 730,000,000 new shares, raising the total share capital to 1,425,596,569 shares [5][15]. - Newyu Lingjiu acquired 200,000,000 shares, representing 14.03% of the post-restructuring total [5][12]. Group 3: Shareholder Changes - Prior to the equity change, the company had no controlling shareholder or actual controller [6]. - Following the restructuring, Newyu Lingjiu became the largest shareholder, and Wu Liqiu was established as the actual controller [6][10]. - The restructuring led to a dilution of existing shareholders, with significant reductions in their ownership percentages [11].