公司吸收合并
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泰嘉股份: 关于吸收合并全资子公司通知债权人的公告
Zheng Quan Zhi Xing· 2025-07-31 16:26
Group 1 - The company plans to merge its wholly-owned subsidiaries, Hunan Zejia Equity Investment Co., Ltd. and Hunan Taijia Intelligent Technology Co., Ltd., to optimize its operational management structure and improve overall operational efficiency [1][2] - The merger was approved during the sixth board meeting and the second extraordinary shareholders' meeting held on July 14 and July 31, 2025, respectively [1][2] - Following the merger, the legal entity status of Hunan Zejia and Taijia Intelligent will be canceled, and all assets, debts, personnel, and business will be inherited by the company [1] Group 2 - Creditors are notified that they have 30 days from receiving the notice, or 45 days from the announcement date if not notified, to claim their debts or request guarantees [2][3] - Creditors must submit written requests along with relevant proof documents to the company to exercise their rights [2][3] - The announcement includes details on the required materials for debt claims and the submission process [3]
杭汽轮B: 2025年第三次临时股东会决议公告
Zheng Quan Zhi Xing· 2025-07-25 16:37
Meeting Details - The third extraordinary general meeting of shareholders was held on July 25, 2025, at 15:00 [1] - Voting was conducted both on-site and online, with specific times for voting through the Shenzhen Stock Exchange [1] Attendance - A total of 3 domestic shareholders attended, holding 748,526,688 shares, which is 63.71% of the total voting shares [1] - 137 B-share shareholders attended, holding 29,511,307 shares, which is 2.51% of the total voting shares [1] Voting Results - The meeting approved the merger of the wholly-owned subsidiary Zhejiang Qilun Complete Technology Development Co., Ltd. with 99.90% of the total votes in favor [1] - Domestic shareholders voted 100% in favor, while B-share shareholders voted 97.46% in favor [1] Legal Opinion - The legal counsel confirmed that the meeting's procedures, attendance qualifications, and voting methods complied with relevant laws and regulations, making the voting results valid [1]
杭汽轮B: 关于吸收合并全资子公司的公告
Zheng Quan Zhi Xing· 2025-07-08 16:19
Overview of the Merger - The company plans to absorb its wholly-owned subsidiary, Zhejiang Turbine Complete Technology Development Co., Ltd. (referred to as "Complete Company"), to enhance resource allocation efficiency and optimize overall operational effectiveness [1][4] - The merger will not constitute a major asset restructuring or related party transaction [1][3] Financial Impact - The merger will not materially affect the company's financial status as the financial statements of the Complete Company are already included in the company's consolidated financial statements [4] - There will be no changes to the company's total share capital or registered capital as a result of the merger [5] Operational Changes - Following the merger, all assets, personnel, debts, rights, and obligations of the Complete Company will be transferred to the company, which will continue its operations while the Complete Company will be deregistered [3][4] - The merger is expected to improve the company's management structure and operational efficiency, aligning with its development strategy [4]
凌钢股份: 凌源钢铁股份有限公司2025年第一次债券持有人会议文件
Zheng Quan Zhi Xing· 2025-06-19 09:22
Core Viewpoint - Lingyuan Steel Co., Ltd. plans to absorb and merge its wholly-owned subsidiary, Beipiao Steel Pipe Co., Ltd., to improve management efficiency, reduce operational costs, and decrease the number of loss-making entities [2][4]. Group 1: Meeting Details - The first bondholders' meeting for "Ling Steel Convertible Bonds" is scheduled for June 30, 2025, at 9:00 AM, held at the company's conference center in Lingyuan City, Liaoning Province [1]. - The meeting will combine on-site and remote voting methods, with the agenda including identity verification, announcement of attendance, election of monitors, and discussion of proposals [1][2]. Group 2: Merger Proposal - The merger aims to eliminate Beipiao Steel Pipe's independent legal status, with all assets, liabilities, and personnel being inherited by Lingyuan Steel [2][4]. - The merger does not constitute a related party transaction or a significant asset restructuring as defined by relevant regulations [2]. Group 3: Financial Overview of Beipiao Steel Pipe - As of 2023, Beipiao Steel Pipe reported total assets of 1.6959 billion yuan and a net asset value of -1.3564 billion yuan, indicating ongoing financial challenges [3]. - The company generated operating revenue of 172.04 million yuan in 2023, with a net loss of 22.07 million yuan [3]. Group 4: Impact of the Merger - The merger is expected to enhance management efficiency and reduce operational costs without materially affecting the financial and operational status of Lingyuan Steel [4]. - The financial statements of Beipiao Steel Pipe have already been consolidated into Lingyuan Steel's reports, indicating that the merger will not harm the interests of the company or its shareholders [4].
冰山冷热: 关于吸收合并全资子公司通知债权人的公告
Zheng Quan Zhi Xing· 2025-05-22 12:47
Group 1 - The company plans to absorb and merge its wholly-owned subsidiary, Dalian Iceberg Group Sales Co., Ltd., to optimize management structure and improve sales operation efficiency [1] - Upon completion of the merger, all assets, liabilities, rights, and obligations of the subsidiary will be transferred to the company, and the subsidiary's independent legal status will be canceled [1] - Creditors have the right to request debt repayment or corresponding guarantees within thirty days of receiving the notice, or within forty-five days from the announcement date if they have not received the notice [1][2] Group 2 - Creditors must provide valid debt documents and related certificates to claim their debts [2] - For corporate creditors, original and photocopies of the business license and legal representative identification must be presented [2] - The announcement specifies the methods for creditors to submit their claims, including mail and email options [2]