中国重工(601989.SH)公告称，中国船舶拟换股吸收合并中国重工，此次交易将导致公司不再具有独立主体资格并被注销， 公司已于8月14日向上交 所提交A股股票主动终止上市的申请。 证券代码:601989 中国船舶重工股份有限公司 关于公司提出终止上市申请的公告 本公司董事会及全体董事保证公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏,并对其内容的真实性、准确性和完整性承担法律责任。 中国船舶工业股份有限公司(以下简称"中国船舶")拟通过向中国船舶重 工股份有限公司(以下简称"中国重工"或"公司")全体换股股东发行 A 股 股票的方式换股吸收合并中国重工(以下简称"本次交易")相关事项已经公司 于 2025年 2 月 18 日召开的 2025年第一次临时股东大会审议通过,并已获得中 国证券监督管理委员会出具的《关于同意中国船舶工业股份有限公司吸收合并 中国船舶重工股份有限公司注册的批复》(证监许可（2025）1501 号）。 本次交易将导致公司不再具有独立主体资格并被注销,属于《上海证券交 易所股票上市规则》第 9.7.1 条第一款第(六)项规定的"公司因新设合并或者 吸收合并,不再具有独立主体资格并被 ...

中国重工公告，中国船舶拟通过向中国重工全体换股股东发行A股股票的方式换股吸收合并中国重工 （以下简称"本次交易"）相关事项已经公司于2025年2月18日召开的2025年第一次临时股东大会 审议通过，并已获得中国证券监督管理委员会出具的《关于同意中国船舶工业股份有限公司吸收合并 中国船舶重工股份有限公司注册的批复》（证监许可〔2025〕1501 号）。 本次交易将导致公司不再具有独立主体资格并被注销，属于《上海证券交易所股票上市规则》第 9.7.1 条第一款第（六）项规定的"公司因新设合并或者吸收合并，不再具有独立主体资格并被注 销"的情形，可以向上海证券交易所（以下简称"上交所"）申请主动终止上市。公司已于2025年8月 14日向上交所提交A股股票主动终止上市的申请。 ...

Core Viewpoint - China Shipbuilding Industry Co., Ltd. is planning to absorb and merge China Shipbuilding Heavy Industry Co., Ltd. through a share exchange, leading to the suspension and eventual delisting of China Heavy Industry's stock [5][6]. Group 1: Announcement Details - On August 11, China Heavy Industry announced that its stock will be suspended from trading starting August 13, 2025, and will not be traded thereafter [2]. - The last trading day for China Heavy Industry's stock is set for August 12, 2025 [2]. - The China Securities Regulatory Commission approved the merger plan on July 18, allowing China Shipbuilding to issue an additional 3.053 billion shares to absorb China Heavy Industry [5]. Group 2: Share Exchange Ratio - The exchange ratio for the merger is set at 1:0.1335, meaning each share of China Heavy Industry can be exchanged for 0.1335 shares of China Shipbuilding [5]. - The cash option for dissenting shareholders is priced at 4.03 yuan per share, allowing them to receive cash compensation for their shares [5][6]. Group 3: Post-Merger Process - After the completion of the cash option and the termination of listing, shareholders of China Heavy Industry will have their shares converted into shares of China Shipbuilding based on the established exchange ratio [6]. - The distribution of shares will ensure that the number of shares received by shareholders is an integer, with specific rules for handling fractional shares [6]. Group 4: Current Stock Price - As of the latest closing, the stock price of China Heavy Industry is 5.01 yuan per share [7].

L F addrey and F The Angele 目前，公司董事长为王永良，董秘为管红，员工人数为27681人，实际控制人为国务院国有资产监督管理委员会。 公司参股公司91家，包括大连船舶重工集团有限公司、武汉重工铸锻有限责任公司、重庆长征重工有限责任公司、山西平阳重工机械有限责任公司、重庆红 江机械有限责任公司等。 值得关注的是，2023年12月29日，中国重工收到中国证监会北京监管局下发的《行政处罚告知书》。 经查明，中国重工涉嫌违法的事实如下：中国重工未对下属子公司存货在相应会计期间准确计提减值，导致中国重工2018年多计利润7181.24万元，2019年 多计利润10711.29万元，2020年少计利润12200万元。 根据当事人违法行为的事实、性质、情节与社会危害程度，依据《证券法》第一百九十七条第二款的规定，北京证监局决定：一、对中国重工给予警告，并 处以150万元的罚款；二、对王良给予警告，并处以60万元的罚款；三、对姚祖辉给予警告，并处以60万元的罚款。 对此，四川鼎众律师事务所律师余君向雷达财经表示，上市公司不当行为给投资者造成损失的，受损投资者可依法索赔。凡是在2019年4月28日至 ...

Core Viewpoint - China Shipbuilding Industry Co., Ltd. plans to absorb and merge with China Shipbuilding Heavy Industry Co., Ltd. through a share exchange, having received approval from the China Securities Regulatory Commission [1][2]. Group 1: Transaction Details - The transaction involves issuing A-shares to all shareholders of China Shipbuilding Heavy Industry Co., Ltd. as part of the merger process [1]. - The company will announce arrangements for dissenting shareholders' buyout rights after obtaining registration from the China Securities Regulatory Commission [1][3]. Group 2: Dissenting Shareholders - Dissenting shareholders who voted against the merger and hold shares as of the registration date have the right to exercise buyout requests [2]. - The total number of dissenting shares is approximately 18.54 million, with a buyout price set at 30.02 yuan per share [2]. - China Shipbuilding Group Co., Ltd. is responsible for fulfilling the buyout requests, demonstrating strong financial capability [2]. Group 3: Compliance and Disclosure - The company will handle related matters according to the approval from the China Securities Regulatory Commission and relevant laws, ensuring timely information disclosure [3]. - Investors are encouraged to pay attention to subsequent announcements regarding the transaction [3].

Core Viewpoint - The legal opinion letter discusses the share swap merger between Hangzhou Hailianxun Technology Co., Ltd. and Hangzhou Steam Turbine Power Group Co., Ltd., addressing regulatory compliance and the implications of the merger on both companies' operations and shareholder interests [1][2][3]. Group 1: Merger Details - The merger involves Hailianxun issuing A-shares to all shareholders of Hangzhou Steam Turbine in exchange for their shares, effectively absorbing Hangzhou Steam Turbine [1][2]. - The main business of Hailianxun includes system integration, software development, and consulting services, while Hangzhou Steam Turbine focuses on the research, production, and sales of industrial steam turbines and gas turbines [1][2]. - As of the reporting period, Hangzhou Steam Turbine holds investments in Hangzhou Bank valued at 3.972 billion yuan, representing a 4.31% stake [1][2]. Group 2: Regulatory Compliance - The transaction does not require approval from industry regulatory authorities and complies with national industrial policies [4][5]. - Both companies are expected to meet the qualifications for commercial bank shareholders as per relevant regulations, ensuring that the merger does not face legal obstacles [5][6][7]. Group 3: Financial Aspects - The share swap price for Hailianxun is set at 9.56 yuan per share, while Hangzhou Steam Turbine's price is adjusted to 9.35 yuan per share after accounting for profit distribution [11][12]. - The merger's pricing mechanism is designed to protect minority shareholders, with a significant majority of votes in favor of the transaction from both companies' shareholders [18][19][20]. Group 4: Shareholder Rights - The merger provides dissenting shareholders with the option to sell their shares at a predetermined price, ensuring their interests are protected [20][21]. - The price adjustment mechanism for the buyout rights is only downward, which is intended to mitigate risks associated with market fluctuations [22].

Group 1 - Cathay Securities will implement a legal switch and client and business migration merger on August 22, 2025, after obtaining support from various regulatory bodies [2][4] - The company assures that its main business and services will continue to operate normally during the transition, although some cross-period services will need to be concluded or suspended [4][6] - Specific adjustments will be made to wealth management and fund business operations, including temporary suspensions of certain account openings and transactions for former clients of Haitong Securities [4][5] Group 2 - Cathay Securities has developed an emergency plan to protect investors' rights, allowing clients to transfer or close accounts if they do not wish to stop participating in certain cross-period services [6] - The company expects a significant increase in net profit for the first half of 2025, projecting between 15.283 billion to 15.957 billion yuan, representing a year-on-year growth of 205% to 218% [6] - The growth in net profit is attributed to substantial increases in revenue from wealth management, institutional, and trading services, as well as the recognition of negative goodwill from the merger [6]

Core Viewpoint - Guotai Haitong Securities is set to implement a legal entity switch and merge customer and business operations on August 22, 2025, marking a significant step in its integration process with Haitong Securities [2][3]. Group 1: Business Operations and Adjustments - The transition will involve the merger of customer accounts and business operations from Haitong Securities into Guotai Haitong, with normal business operations expected to continue, except for certain cross-period services that will need to be concluded or paused [2]. - Specific adjustments in wealth management include the suspension of certain account openings and services for former Haitong Securities customers during the transition period from August 15 to August 24, 2025 [2]. - The open-end fund business will also experience temporary adjustments, with specific trading activities suspended from August 11 to August 22, 2025 [3]. Group 2: Client Services and Emergency Plans - Guotai Haitong will continue to provide a range of services to former Haitong Securities clients, including research, institutional brokerage, trading investment, asset custody, and equity investment [3]. - An emergency plan has been established to protect investor rights, allowing clients to handle account transfers or closures if they do not wish to stop participating in certain services [4]. Group 3: Financial Performance - For the first half of 2025, Guotai Haitong Securities expects a net profit between 15.283 billion and 15.957 billion yuan, representing a year-on-year growth of 205% to 218% [4]. - The significant profit increase is attributed to substantial growth in wealth management, institutional, and trading revenues, as well as the recognition of negative goodwill from the merger as non-operating income [4].

Group 1 - The core viewpoint is that China Shipbuilding is experiencing significant growth in net profit for the first half of 2025, with an expected increase of 9825% to 11949% year-on-year [2][4] - The company is expected to achieve a net profit attributable to shareholders of the parent company between 280 million to 310 million yuan, with a net profit excluding non-recurring gains and losses estimated between 263.5 million to 293.5 million yuan [2][4] - The growth in performance is attributed to improved production efficiency, favorable industry conditions, optimized order structure, increased prices for civilian ships, and effective control of construction costs [2] Group 2 - China Shipbuilding is undergoing a share swap merger with China Shipbuilding Industry Corporation, with a swap ratio of 1:0.1339 [3] - Following the merger, China Shipbuilding Industry Corporation will terminate its listing and cancel its legal entity status, while China Shipbuilding will inherit all assets, liabilities, and business operations [3] - The merger aims to reduce competition within the industry, protect shareholder interests, promote business integration, and enhance operational efficiency and brand premium [3]

Core Viewpoint - The supplementary legal opinion letter regarding the share swap absorption merger of China Shipbuilding Industry Co., Ltd. and China Shipbuilding Heavy Industry Co., Ltd. has been issued following the approval from the Shanghai Stock Exchange's M&A Review Committee [2][5]. Group 1: Transaction Approval and Authorization - The transaction has received approval from the M&A Review Committee, confirming that it meets restructuring conditions and information disclosure requirements [2][5]. - Additional approvals and authorizations are still required according to relevant laws and regulations, including the Company Law and Securities Law [2][4]. Group 2: Information Disclosure - China Heavy Industry has disclosed relevant information regarding the transaction, including the draft merger report and independent financial advisor reports [4][5]. - The company received a notice of acceptance from the Shanghai Stock Exchange regarding its application for asset acquisition on May 8, 2025 [4]. Group 3: Conclusion Opinions - The law firm concludes that the transaction is legally valid and can be implemented after obtaining the necessary approvals [3][5].