Workflow
上市公司控制权变更
icon
Search documents
思创医惠(300078.SZ):股东解除《股份转让协议》暨实际控制人、控股股东终止变更
Ge Long Hui A P P· 2025-11-17 13:11
格隆汇11月17日丨思创医惠(300078.SZ)公布,公司第一大股东路楠先生与苍南县工业建设投资有限公 司(简称"苍南建投"、"乙方"或"受让方")于2025年4月26日签署了《股份转让协议》,约定路楠先生 拟通过协议转让的方式将其所直接持有的本公司共计62,739,500股的股份(占公司总股本的5.61%)转 让给苍南建投,转让完成后路楠先生不直接持有本公司股份,通过其一致行动人杭州博泰投资管理有限 公司(简称"杭州博泰")间接持有本公司6,006,776股的股份(占公司总股本的0.54%)。本次股份转让 过户完成后,苍南建投将持有本公司股份62,739,500股,占公司总股本的5.61%,苍南县思加物联智能 合伙企业(有限合伙)(简称"思加物联"),持有本公司股份63,890,185股,占公司总股本的5.72%,苍 南建投与思加物联将合计持有本公司股份126,629,685股,占公司总股本的11.33%。根据苍南建投与思 加物联的工商登记信息及股权结构,苍南建投与思加物联均为受苍南县财政局控制的企业。因此,本次 股份转让过户完成后,公司第一大股东将由路楠先生及其一致行动人杭州博泰变更为思加物联,公司将 ...
皓宸医疗:汇垠澳丰无实际控制人 上市公司亦无实际控制人
Guo Ji Jin Rong Bao· 2025-11-14 14:26
Core Viewpoint - The announcement from Haocen Medical indicates a change in control due to the termination of a cooperation agreement between Huyin Aofeng and Beijing Shoutuo Ronghui, resulting in no actual controller for the listed company [1] Group 1 - Huyin Aofeng, through Huyin Rifeng, indirectly controls 23.81% of the voting rights of the listed company [1] - Huyin Aofeng's shareholders have balanced shareholding ratios and no concerted action arrangements, leading to the absence of an actual controller [1] - The change in equity will not adversely affect the normal production and operation of the company [1]
济南市历城区财政局入主不足三年后即退出遭问询 中达安回复
Group 1 - The Shenzhen Stock Exchange has inquired about the recent change in control of Zhongda An (300635.SZ), focusing on why the Jinan Licheng District Finance Bureau plans to exit after less than three years of ownership [1] - The Licheng District Finance Bureau confirmed it will actively relinquish control through a targeted capital increase, having initially acquired Zhongda An to leverage its engineering supervision business with local urban development [1] - The market environment has changed significantly post-control transfer, with a downturn in the real estate sector leading to reduced demand for traditional supervision services and ongoing performance pressure [1] Group 2 - The Licheng District Finance Bureau's decision to not participate in the capital increase and relinquish control is deemed reasonable, as it aims to redirect resources towards attracting industry and its own transformation rather than additional investment in the listed company [1] - A new controlling shareholder with a background in the renewable energy industry is being introduced, aligning with the current regional industrial direction and the transformation needs of the listed company [1] - The introduction of a strategic investor is expected to optimize the equity structure of the listed company and enhance its long-term development capabilities [1] Group 3 - The Licheng District State-owned Assets is actively introducing Xiamen Jianxi, controlled by Wang Li, whose Xinyi Group focuses on the renewable energy and pharmaceutical industries, aligning well with Jinan's key development areas such as "intelligent manufacturing and new energy equipment" [2] - Xinyi Group's subsidiary, Jinmao Smart Transportation Technology Co., Ltd., has established a presence in Jinan, planning to invest in a production base for vehicle battery boxes and equipment for battery swapping stations, including battery swapping robots [2]
002397被责令改正,三高管收警示函
Core Viewpoint - Mengjie Co., Ltd. has received regulatory measures from Hunan Securities Regulatory Bureau due to violations related to financial management and disclosure practices, which include improper revenue recognition and financial assistance to third parties [1][3][4]. Summary by Sections Regulatory Actions - Hunan Securities Regulatory Bureau has issued a decision to Mengjie Co., Ltd. to rectify its practices and has provided warning letters to key executives including Chairman Jiang Tianwu, General Manager Tu Yunhua, and CFO Li Yunlong [1][4]. - The company is required to complete rectification within three months and submit a written report within 15 working days after completion [4]. Violations Identified - Two major violations were identified: 1. Improper revenue and cost recognition for direct sales from 2022 to 2024, including issues with sales rebates and employee compensation [3][4]. 2. Financial assistance provided to a third party, with outstanding loans amounting to 63.3763 million yuan as of September 30, 2023, and a failure to pursue repayment [4]. Shareholding Changes - As of August 11, 2025, Mengjie Co., Ltd. will have no controlling shareholder or actual controller, with Jiang Tianwu becoming the largest shareholder with 13.52% voting rights [5][7]. - The previous agreement with Changsha Jinsen, which allowed for shared voting rights, will be terminated, leading to a more dispersed shareholding structure [6][7]. Recent Share Transfer Agreements - Shareholder Wu Jing has signed a supplementary agreement to transfer 10.65% of shares to Qingyun Digital Technology, with a total transaction value of approximately 230 million yuan [9][10]. - The transfer will not change the control of the company, and the transaction is subject to compliance review by the Shenzhen Stock Exchange [10].
退出大恒科技,徐翔家族渐别A股!8位买家背景公开
Bei Jing Shang Bao· 2025-10-12 14:25
Core Viewpoint - The judicial auction of approximately 130 million unrestricted circulating shares held by Zheng Suzhen, the controlling shareholder of Daheng Technology, marks the end of the Xu Xiang family's involvement in the A-share market, leading to the company becoming "ownerless" [1][3][12]. Group 1: Company Ownership Changes - Daheng Technology announced that Zheng Suzhen has completely exited the company, resulting in a change of control to a state with no controlling shareholder or actual controller [3][4]. - The auction was completed with a total transaction price of approximately 1.712 billion yuan, with the new shareholders including seven individuals and one corporate entity, China New Era [1][3]. Group 2: Background of New Shareholders - Li Rongrong has become the largest shareholder of Daheng Technology, holding 40.46 million shares, which is 9.26% of the total share capital, with funding sources including 242 million yuan of personal funds and 120 million yuan of self-raised funds [3][4]. - China New Era, the only corporate buyer, provided approximately 237 million yuan for the auction, all from its own funds [4][7]. Group 3: Financial Implications and Market Reactions - The financing costs for some new shareholders are notably high, with borrowing rates reaching up to 12%, raising concerns about the financial stability of the new ownership structure [5][6]. - Analysts suggest that the absence of a controlling shareholder may lead to instability in control and potential shareholder disputes, necessitating stronger governance mechanisms [5][6]. Group 4: Company Performance and Future Plans - Daheng Technology has experienced a decline in net profit for three consecutive years, with a reported loss of 2.7405 million yuan in the first half of the current year [8]. - The company plans to establish a wholly-owned subsidiary in Shanghai with an investment of 600 million yuan to engage in semiconductor-related auxiliary equipment business, aiming to enhance its strategic development [8].
三家上市公司同日停牌筹划“易主”两药企陷业绩泥潭
Mei Ri Jing Ji Xin Wen· 2025-09-29 14:03
Core Viewpoint - Three listed companies, Duori Pharmaceutical, Asia-Pacific Pharmaceutical, and Zhonghuan Environmental Protection, announced on the same day that they are planning changes in control, which may lead to changes in their controlling shareholders and actual controllers [1] Group 1: Duori Pharmaceutical - Duori Pharmaceutical's major shareholder, Tibet Jiakang Times Technology Development Co., is planning a change in control, which may lead to a change in the company's controlling shareholder and actual controller [2] - The company has experienced continuous revenue decline from 2022 to 2024, which may be a reason for the planned change in control [2] - Duori Pharmaceutical's revenue for the first half of 2025 was 107 million yuan, a year-on-year decline of 29.13%, with a net loss of 42.5 million yuan, compared to a loss of 3.27 million yuan in the same period last year [3] Group 2: Asia-Pacific Pharmaceutical - Asia-Pacific Pharmaceutical's major shareholder, Ningbo Fubang Holdings Group, is also planning a change in control, with specific transaction plans and agreements still under discussion [4] - The company has faced continuous revenue decline, with a net profit of -48.86 million yuan for the first half of 2025, a year-on-year decrease of 524.31% [5] - Asia-Pacific Pharmaceutical's revenue for the first half of 2025 was 152 million yuan, a year-on-year decrease of 31.48%, attributed to centralized procurement and intensified market competition [5]
亏损泥潭难自拔,实控人6年终退场,亿晶光电陷“无主”状态
3 6 Ke· 2025-09-28 03:29
Core Viewpoint - The exit of Weizhi Energy marks a significant turning point for Yijing Photovoltaic, transitioning the company into a "no owner" status after a judicial transfer of shares, leading to a change in actual control [1][10]. Group 1: Share Transfer and Control Change - Weizhi Energy's shares, approximately 150 million, were publicly auctioned by the Futian Court, resulting in a reduction of its holdings from 12.67% to 8.45% [1][2]. - The shares were divided into three batches, each sold to different buyers at prices around 3.05 to 3.08 yuan per share, totaling approximately 1.5 million yuan for each batch [2][3]. - The auction and subsequent transfer of shares signify a forced exit for Weizhi Energy due to financial pressures from its associated real estate company [4]. Group 2: Financial Performance and Challenges - Yijing Photovoltaic experienced significant financial struggles, with a debt ratio nearing 95% and a history of substantial losses since 2012, exacerbated by industry downturns and operational challenges [4][11]. - In 2022, the company reported a revenue of 9.876 billion yuan and a net profit of approximately 127 million yuan, but faced a sharp decline in 2023, with revenue and net profit both decreasing [5][7]. - Projections for 2024 indicate a revenue drop of 57.07% and a loss of approximately 2.09 billion yuan, with no profitable quarters anticipated [6][7]. Group 3: Governance and Future Outlook - The absence of a controlling shareholder raises governance concerns, as decision-making will rely on board collaboration, which could lead to inefficiencies [8][10]. - The company is under scrutiny from the Shanghai Stock Exchange regarding the potential risks associated with having no actual controller and the implications for corporate governance [9][10]. - Despite the challenges, the removal of Weizhi Energy may provide Yijing Photovoltaic an opportunity to shed historical burdens and potentially improve its operational strategies moving forward [8][12].
中达安拟向厦门建熙发行3.66亿元股票 控制权将变更
Xin Lang Cai Jing· 2025-09-25 11:52
Core Viewpoint - The company, Zhongda An, plans to issue up to 42,040,200 shares to Xiamen Jianxi, raising no more than 366 million yuan, which will be used for working capital and debt repayment. This will result in a change of controlling shareholder and actual controller [1][3]. Group 1: Issuance Details - The issuance aims to raise funds not exceeding 366 million yuan, with all proceeds after issuance costs allocated to supplement working capital and repay debts [1]. - Xiamen Jianxi, established in May 2024, will hold shares in Zhongda An and has no current operating business [2]. Group 2: Shareholding Structure and Control Changes - Before the issuance, Xiamen Jianxi held no shares in Zhongda An, while Liko Dinsen was the controlling shareholder. Post-issuance, Xiamen Jianxi will own 23.08% of the shares, becoming the largest shareholder and gaining control of the company [3]. - The actual controller will shift from the Jinan Licheng District Finance Bureau to Wang Li [1][3]. Group 3: Competition and Related Transactions - Wang Li's controlled enterprises do not compete with Zhongda An's main business, and the issuance will not introduce significant adverse competitive impacts [4]. - The issuance constitutes a related transaction, but no new unfair related transactions will arise apart from the stock subscription [4]. Group 4: Control Change Considerations - The synergy between the new controlling entity's renewable energy business and Zhongda An's operations is expected to enhance business transformation and profitability [5]. - Wang Li possesses extensive management and investment experience, indicating capability in managing the company post-issuance [5]. Group 5: Reasons for Control Transfer - The Licheng District Finance Bureau is relinquishing control to focus on business transformation and attract smart manufacturing projects, aligning with local industrial development goals [6]. Group 6: Previous Financing Withdrawal Impact - The previous financing attempt was withdrawn in April 2024 due to market conditions, but this will not adversely affect the current issuance [7].
从共治到独掌:史东伟“退场”天域生物 罗卫国拟4.65亿元定增“集权”|速读公告
Xin Lang Cai Jing· 2025-08-26 15:57
Core Viewpoint - The actual controller of Tianyu Biological has changed from a dual control by Luo Weiguo and Shi Dongwei to a single control by Luo Weiguo, following the signing of a termination agreement on August 25, 2025 [1][2] Group 1: Changes in Management and Control - Shi Dongwei has resigned as the president of the company to support Luo Weiguo in managing the company, while continuing to serve as the vice chairman of the board [2] - Shi Dongwei has signed a commitment not to seek control over Tianyu Biological and will not interfere with Luo Weiguo's control [2][3] - After the termination of the joint action relationship, Luo Weiguo holds 37.25 million shares, representing 12.84% of the voting rights [2] Group 2: Fundraising and Share Issuance - The company plans to issue shares to raise no more than 465 million yuan, with the funds used for working capital and debt repayment [2] - The share issuance will increase Luo Weiguo's direct and indirect control of the company from 12.84% to 29.98%, stabilizing his control [3] Group 3: Business Performance and Financial Health - Tianyu Biological has faced continuous losses over the past five years, with net profits of -157 million yuan, -215 million yuan, -312 million yuan, -462 million yuan, and -107 million yuan from 2020 to 2024 [3] - The company's debt ratio has remained high, reaching 75.91% as of the end of the first quarter of 2025 [3]
科华控股: 科华控股股份有限公司关于控股股东及实际控制人拟发生变更的提示性公告
Zheng Quan Zhi Xing· 2025-08-22 15:15
Core Points - The controlling shareholder and actual controller of Kehua Holdings Co., Ltd. will change from Chen Hongmin and Chen Xiaoke to Lu Hongping and Tu Han [1][2] - The change will occur through a series of share transfer agreements, with the first phase involving the transfer of 31,454,679 shares [2][3] - Following the completion of the first phase, the acquirers will hold 19.64% of the shares, and their voting rights will be adjusted accordingly [3][7] - A second phase of share transfer is planned, with a total of 9,766,073 shares to be acquired by the new controllers [2][8] - The company plans to issue 30,000,000 A-shares, with the acquirers intending to fully subscribe to this issuance [4][9] - After the issuance, the acquirers' shareholding will increase to 34.73%, while the original controllers' shareholding will decrease to 11.16% [9][10] Share Transfer Details - The first phase of the share transfer involves a total payment of approximately 517.74 million yuan for the shares [14][24] - The share transfer price is set at 16.46 yuan per share, with the total transfer price for the first phase being 293,747,464.40 yuan [16][26] - The second phase of the share transfer is expected to be completed by March 31, 2026, with specific agreements to be signed by January 10, 2026 [2][8] Corporate Governance Changes - Post-transfer, the new controllers will have the right to nominate four non-independent directors and several vice presidents [3][7] - The original controllers will retain the right to nominate two non-independent directors, ensuring a balance in governance [7][8] Financial Implications - The total expected fundraising from the share issuance is approximately 326.1 million yuan, aimed at improving the company's liquidity [9][10] - The funds raised will be used to enhance the company's working capital and improve its financial structure [10][11]