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新奥股份: 中国国际金融股份有限公司关于新奥天然气股份有限公司重大资产购买暨关联交易相关内幕信息知情人买卖股票情况的自查报告的核查意见
Zheng Quan Zhi Xing· 2025-05-16 10:31
Core Viewpoint - The independent financial advisor, China International Capital Corporation (CICC), conducted a review of insider trading activities related to the major asset acquisition and related party transactions of Xin'ao Natural Gas Co., Ltd. The review found no direct evidence of insider trading among the identified insiders during the self-examination period, indicating that their trading activities do not pose substantial legal obstacles to the transaction [1][13]. Group 1: Insider Trading Review - The self-examination period for insider trading activities spans from September 19, 2024, to April 25, 2025, which is six months prior to the suspension of trading and one day before the disclosure of the restructuring report [1]. - The review included senior management and other relevant personnel involved in the transaction [2]. - The review identified specific trading activities of individuals within the insider group, detailing their cumulative buy and sell transactions during the self-examination period [2][3]. Group 2: Individual Commitments - Each insider provided a commitment stating that their trading activities were based on personal judgment of market conditions and did not involve insider information [4][5][6]. - Insiders confirmed they were unaware of the restructuring details prior to specific dates, ensuring their trading actions were not influenced by undisclosed information [4][5][6]. - The commitments included assurances against leaking insider information or engaging in prohibited trading behaviors [4][5][6]. Group 3: Institutional Trading Activities - CICC reported its trading activities in Xin'ao shares, asserting compliance with legal regulations and internal information barriers to prevent insider trading [9][10]. - The firm emphasized that its trading decisions were based on independent investment research and were not related to the restructuring [10][12]. - CICC committed to adhering to relevant laws and regulations until the completion or termination of the restructuring [10][12]. Group 4: Conclusion of the Review - The independent financial advisor concluded that there was no direct evidence of insider trading among the identified insiders during the self-examination period, and the trading activities did not constitute a legal barrier to the transaction [13].