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内蒙古蒙电华能热电股份有限公司2025年第一次临时股东大会决议公告
Group 1 - The company held its first extraordinary general meeting of shareholders on July 25, 2025, with no resolutions being rejected [2][10] - The meeting was convened in accordance with the Company Law and the company's articles of association, presided over by the chairman [2][3] - All current directors and supervisors attended the meeting, ensuring full representation [3] Group 2 - The meeting approved multiple resolutions related to the issuance of shares and cash payment for asset acquisition, including the overall transaction plan and specific asset details [4][5] - The resolutions included provisions for the payment methods, types of shares issued, and arrangements for performance commitments [6][8] - All resolutions were passed with more than two-thirds of the voting rights held by attending shareholders [10] Group 3 - The company is planning to acquire a 70% stake in Northern Shangdu Zhenglanqi New Energy Co., Ltd. and a 75.51% stake in Northern Dolun New Energy Co., Ltd. through a combination of share issuance and cash payment [15] - A self-inspection report confirmed that the trading of company shares by insiders during the relevant period did not constitute insider trading [15][17] - The company has established strict information barriers to prevent insider trading and ensure compliance with regulations [27][30] Group 4 - The independent financial advisor and legal counsel confirmed that the trading activities of insiders did not pose a substantial legal obstacle to the transaction [32][33] - The company has committed to transparency and compliance with all relevant laws and regulations throughout the transaction process [27][30]
*ST中地: 中国国际金融股份有限公司关于中交地产股份有限公司本次重组相关主体买卖股票情况自查报告的专项核查意见
Zheng Quan Zhi Xing· 2025-07-25 16:49
Group 1 - The core point of the article is that China International Capital Corporation (CICC) conducted a special review of stock trading activities related to the restructuring of China Communications Real Estate Company (CCRE) and found no evidence of insider trading [4][9] - CCRE plans to transfer its real estate development assets and liabilities to China Communications Real Estate Group [2] - The self-inspection period for insider information trading was set from July 21, 2024, to the day before the first disclosure of the restructuring report [4] Group 2 - The review covered transactions by insiders, their immediate family members, and related parties during the self-inspection period [4][6] - Specific trading activities included sales and purchases by various individuals associated with CCRE, with notable transactions such as the sale of 5,300 shares by Tian Jufang on September 27, 2024, and the purchase of 200 shares by Zeng Xiaozhen on September 30, 2024 [4][5] - CICC confirmed that its trading activities during the self-inspection period were based on independent investment decisions and not related to the restructuring information [7][8] Group 3 - All involved parties provided declarations affirming that their trading activities were based on personal judgment and not influenced by insider information [5][6] - CICC established strict information barriers to prevent insider trading and ensure compliance with relevant laws and regulations [7][8] - The independent financial advisor concluded that the trading activities did not constitute insider trading and would not materially affect the restructuring transaction [9]
美年健康: 北京市君泽君律师事务所关于美年大健康产业控股股份有限公司发行股份购买资产暨关联交易相关主体买卖股票情况自查报告的专项核查意见
Zheng Quan Zhi Xing· 2025-07-25 16:37
Core Viewpoint - The law firm Junzejun has conducted a special verification of the stock trading activities of insiders related to the asset acquisition and related transactions of Meinian Health Industry Holdings Co., Ltd, confirming that no insider trading occurred during the self-examination period [1][11]. Group 1: Transaction Overview - Meinian Health has engaged Junzejun Law Firm to provide legal advice and issue a legal opinion regarding its issuance of shares for asset acquisition and related transactions [1][2]. - The self-examination period for insider trading activities spans from six months prior to the initial disclosure of the transaction plan until one day before the report was disclosed, specifically from April 14, 2024, to July 11, 2025 [3][4]. Group 2: Insider Trading Verification - The verification scope includes insiders and their immediate family members, such as spouses and children, who are involved in the stock trading activities during the self-examination period [4]. - A total of 33 individuals were identified as having engaged in stock trading activities during the self-examination period, with specific details on their trading activities documented [6][7]. Group 3: Compliance and Commitments - The law firm confirmed that the trading activities of the identified insiders and their family members were based on personal investment decisions and did not involve any insider information related to the transaction [10][11]. - Insiders have provided written commitments stating that their trading activities were independent and did not constitute insider trading, agreeing to forfeit any profits if found to be in violation of regulations [9][10].
新疆宝地矿业股份有限公司 关于发行股份及支付现金购买资产并募集配套资金暨关联交易相关主体买卖股票情况自查报告的公告
Core Viewpoint - The company is undergoing a significant asset restructuring by acquiring an 82% stake in Xinjiang Congling Energy Co., Ltd. and a 5% stake from JAAN INVESTMENTS CO. LTD. through a combination of cash and stock issuance, while ensuring that no insider trading has occurred during the process [2][14]. Group 1: Transaction Details - The company plans to purchase 82% of Xinjiang Congling Energy Co., Ltd. from Congling Industrial Co., Ltd. and 5% from JAAN INVESTMENTS CO., LTD. [2] - The company will issue shares to raise supporting funds from no more than 35 specific investors, including its controlling shareholder, Xinjiang Geological Mining Investment Group Co., Ltd. [2] Group 2: Insider Trading Investigation - The company conducted a self-examination regarding insider trading, confirming that no insider trading occurred during the investigation period, which spans from six months before the stock suspension request to the day before the disclosure of the transaction report [3][14]. - The investigation included a review of stock trading activities by the company’s directors, supervisors, senior management, and related parties [4][5]. Group 3: Commitments from Individuals - Individuals involved in the transaction provided written commitments stating that their stock trading activities were based on public information and independent judgment, and they did not engage in insider trading [6][8][10]. - The commitments included assurances that they would refrain from trading the company's stock until the transaction is completed or terminated [7][11][12]. Group 4: Independent Advisors' Opinions - The independent financial advisor, Shenwan Hongyuan Securities, confirmed that the stock trading activities of the relevant parties did not constitute insider trading and would not materially affect the restructuring [15]. - The legal advisor, Beijing Deheng Law Firm, also affirmed that the trading activities did not involve insider information and would not impact the transaction [15].
安通控股: 关于终止发行股份购买资产暨关联交易事项相关人员买卖股票情况自查报告的公告
Zheng Quan Zhi Xing· 2025-07-14 16:24
Core Viewpoint - Antong Holdings has terminated its plan to issue shares for asset acquisition and related party transactions, and has conducted a self-examination regarding insider trading by related personnel during the transaction period [1][11]. Group 1: Termination of Transaction - The company’s board of directors approved the termination of the share issuance for asset acquisition and authorized management to handle related matters [1]. - The self-examination period for insider information related to the transaction was from June 13, 2024, to May 28, 2025 [1]. Group 2: Insider Information and Trading - The scope of the self-examination included company directors, supervisors, senior management, major shareholders, transaction counterparties, and related intermediaries [1]. - Three corporate entities were identified as having traded the company's stock during the self-examination period [2]. Group 3: Trading Activities - Specific trading activities included: - CICC's proprietary account bought 42,440,200 shares and sold 41,827,200 shares [3]. - CICC's asset management account and margin trading account also engaged in trading, with detailed transactions recorded [5][6]. - Natural persons involved in trading included nine individuals, with various buy and sell transactions documented [8][9]. Group 4: Compliance and Commitments - CICC and other intermediaries provided statements affirming compliance with laws and regulations, asserting that their trading activities were independent and not related to insider information [6][7]. - Individuals involved in trading provided declarations confirming that their actions were based on publicly available information and not influenced by insider knowledge [9][10]. Group 5: Conclusion of Self-Examination - The self-examination concluded that the trading activities by the identified entities and individuals did not constitute insider trading based on the information available [11].
山水比德: 关于2025年股票期权激励计划内幕信息知情人买卖公司股票情况的自查报告
Zheng Quan Zhi Xing· 2025-07-07 09:11
一、核查的范围与程序 买卖公司股票情况,中国证券登记结算有限责任公司深圳分公司已出具《信息披露义务 人持股及股份变更查询证明》和《股东股份变更明细清单》。 二、核查对象买卖公司股票情况 限定内幕信息知情人范围,采取相应保密措施。公司已将本激励计划的商议筹划、论证 咨询、决策讨论等阶段的内幕信息知情人进行登记,内幕信息知情人严格控制在《内幕 信息知情人登记表》登记的人员范围,未发现信息泄露情况。 证券代码:300844 证券简称:山水比德 公告编号:2025-038 广州山水比德设计股份有限公司 关于 2025 年股票期权激励计划内幕信息知情人买卖公司股票情况的 自查报告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假 记载、误导性陈述或重大遗漏。 广州山水比德设计股份有限公司(以下简称"公司")于 2025 年 6 月 27 日公告实 施 2025 年股票期权激励计划(以下简称"本激励计划"),根据《上市公司股权激励 管理办法》《深圳证券交易所创业板上市公司自律监管指南第 1 号—业务办理》《2025 年股票期权激励计划(草案)》的规定,公司对相关内幕信息知情人在本激励计划公开 披露前 6 ...
*ST宝实: 中国国际金融股份有限公司关于宝塔实业股份有限公司重大资产置换及支付现金购买资产暨关联交易相关人员买卖股票情况的自查报告的核查意见
Zheng Quan Zhi Xing· 2025-07-01 16:40
Core Viewpoint - The report by China International Capital Corporation (CICC) serves as an independent financial advisor's verification of stock trading activities related to the major asset restructuring and cash purchase transaction of Baota Industrial Co., Ltd. The report confirms that no insider trading occurred during the specified self-inspection period [1][15]. Group 1: Transaction Overview - The self-inspection period for stock trading related to the transaction spans from October 12, 2024, to June 6, 2025 [1]. - The transaction involves a significant asset swap and cash purchase, which is subject to regulatory scrutiny under various laws and guidelines [1]. Group 2: Insider Trading Verification - The verification covered natural persons and relevant insiders involved in the transaction, ensuring compliance with insider trading regulations [2]. - A detailed table lists the stock trading activities of various individuals, including their names, identities, transaction dates, share changes, and whether they bought or sold shares [2]. Group 3: Individual Commitments - Individuals involved in the stock trading activities provided commitments stating that their transactions were based on independent market judgment and not on insider information [3][4][6]. - Each individual confirmed that they had not received any insider information regarding the restructuring and had no connections to the involved parties [3][4][6]. Group 4: Institutional Trading Activities - CICC and other institutions involved in the transaction reported their trading activities, asserting compliance with legal and regulatory requirements [13][15]. - CICC emphasized its strict adherence to internal information barriers to prevent insider trading and confirmed that its trading decisions were independent and unrelated to the restructuring [13][15]. Group 5: Conclusion of Verification - The independent financial advisor concluded that there was no direct evidence of insider trading by the verified insiders during the self-inspection period, based on the accuracy and completeness of the self-reports and commitments provided [15][16].
因赛集团: 北京大成律师事务所发行股份购买资产暨关联交易相关主体自查期间内买卖股票情况专项核查意见
Zheng Quan Zhi Xing· 2025-06-24 16:44
Core Viewpoint - The special legal opinion issued by Beijing Dacheng Law Firm confirms that the stock trading activities of insiders related to Guangdong Yinsai Brand Marketing Group Co., Ltd. during the self-inspection period do not constitute insider trading related to the company's upcoming asset restructuring [1][14]. Group 1: Background and Legal Framework - The special legal opinion is based on the Securities Law, Major Asset Restructuring Management Measures, and relevant disclosure guidelines [1]. - The self-inspection period for insider trading is defined as the six months prior to the stock suspension application until the day before the restructuring report disclosure, specifically from April 22, 2024, to June 4, 2025 [4]. Group 2: Stock Trading Activities - During the self-inspection period, Zhuhai Xuri Investment Partnership sold 358,205 shares of Yinsai Group, with the trading activities unrelated to the restructuring [5]. - Guangdong Chengmeng Investment Partnership sold 113,700 shares on October 10, 2024, also unrelated to the restructuring, and had previously disclosed its reduction plan [7]. - China Merchants Securities and CITIC Securities conducted their trading activities based on publicly available information and maintained strict information isolation to prevent insider trading [10][12]. Group 3: Legal Responsibility and Conclusions - The law firm asserts that the self-inspection reports and declarations from the involved parties are true, accurate, and complete, indicating no insider trading occurred [14]. - The opinion concludes that the trading activities of the relevant institutions during the self-inspection period do not pose a substantial legal obstacle to the upcoming restructuring [14].
东睦股份: 上海市锦天城律师事务所关于东睦新材料集团股份有限公司发行股份及支付现金购买资产并募集配套资金暨关联交易之相关人员买卖股票情况之专项核查意见
Zheng Quan Zhi Xing· 2025-06-19 10:45
Core Viewpoint - The law firm Shanghai Jintiancheng has conducted a special review of stock trading activities by insiders related to the asset acquisition and fundraising transaction of Dongmu New Materials Group Co., Ltd, ensuring compliance with relevant laws and regulations [3][6][31] Group 1: Transaction Overview - The transaction involves issuing shares and paying cash to acquire assets while raising supporting funds, categorized as a related party transaction [3][4] - The review period for insider trading activities spans from six months before the first trading suspension to the day before the draft report disclosure, specifically from August 24, 2024, to June 6, 2025 [6] Group 2: Insider Trading Review - The review included an examination of stock trading activities by insiders during the specified self-inspection period, confirming that relevant individuals did not engage in insider trading [6][31] - Specific individuals, including directors and managers, provided declarations affirming that their stock transactions were based on independent judgment and not influenced by insider information [7][10][12] Group 3: Compliance and Declarations - All involved parties have committed to adhering to legal regulations and have stated that their trading activities were not related to the transaction in question [11][19][25] - The law firm has confirmed that the findings of the review are accurate and complete, with no false statements or significant omissions [4][5][6]
东睦股份: 中国国际金融股份有限公司关于东睦新材料集团股份有限公司本次交易相关内幕信息知情人买卖股票情况的自查报告之专项核查意见
Zheng Quan Zhi Xing· 2025-06-19 10:45
Core Viewpoint - Dongmu New Materials Group Co., Ltd. plans to acquire 34.75% equity of Shanghai Fuchi High-Tech Co., Ltd. through a combination of issuing shares and cash payment, while also raising supporting funds from no more than 35 specific investors [1][2]. Group 1: Transaction Overview - The self-inspection period for insider information trading related to this transaction spans from six months before the first trading suspension to one day before the disclosure of the transaction report, specifically from August 24, 2024, to June 6, 2025 [2]. - The scope of the insider information trading inspection includes directors, supervisors, senior management, major shareholders, and related personnel of both the listed company and the target company, as well as their immediate family members [2]. Group 2: Trading Activities - During the self-inspection period, various individuals and institutions within the defined scope engaged in trading activities involving the company's stock, with specific transactions documented [3][5][6]. - Notable transactions include: - On September 18, 2024, Chen Zhiyuan bought 600 shares and sold 600 shares on the same day [5]. - On October 16, 2024, the chairman of Dongmu, Zhu Zhirong, sold 46,140 shares [9]. - On October 29, 2024, Huang Yanjing, a supervisor, bought 300 shares [13]. Group 3: Compliance and Declarations - All involved parties have declared that their trading activities were based on independent judgment regarding market conditions and did not utilize any insider information related to the transaction [6][10][12]. - The independent financial advisor concluded that the trading activities of the relevant individuals and institutions during the self-inspection period did not constitute insider trading and did not pose substantial legal obstacles to the transaction [42][43].