武汉三镇实业控股股份有限公司（以下简称"武汉控股"或"公司"）拟通 过发行股份及现金支付方式购买武汉市城市建设投资开发集团有限公司（以下简 称"武汉市城投集团"）持有的武汉市政工程设计研究院有限责任公司 100%的 股权，并募集配套资金（以下简称"本次交易"）。 本次交易前，武汉市水务集团有限公司（以下简称"武汉市水务集团"）直接 持有公司总股本的 40.18%，为公司的控股股东，且其在公司拥有权益的股份已 超过公司已发行股份的 30%。武汉市城投集团直接持有武汉市水务集团 80%股 权，通过武汉信城产业运营服务有限公司间接持有武汉市水务集团 20%股权，即 武汉市城投集团间接持有武汉市水务集团 100%股权，为武汉市水务集团控股股 东，为公司的间接控股股东。 证券代码：600168 证券简称：武汉控股 公告编号：临 2025-047 号 武汉三镇实业控股股份有限公司 本次交易后，预计武汉市城投集团直接持有公司股份比例为 20.79%，通过 武汉市水务集团持有公司股份比例为 31.83%，合计控制公司股份比例为 52.61%， 本次交易前后，上市公司的控股股东和实际控制人不发生变化。 关于提请股东会批准武汉市 ...

Core Viewpoint - The announcement details a significant equity change involving Inner Mongolia Mengdian Huaneng Thermal Power Co., Ltd., where the company will issue shares and pay cash to acquire assets, resulting in an increase in shareholding by Northern United Power Co., Ltd. to 58.49% [1][5]. Group 1: Equity Change Details - The equity change is a result of the company issuing shares and paying cash to acquire 70% of the equity in Northern Shangdu Zhenglanqi New Energy Co., Ltd. and Northern Dolon New Energy Co., Ltd. from Northern United Power Co., Ltd. [1][4]. - Following the transaction, Northern United Power Co., Ltd. and its concerted parties will hold a total of 4,301,373,112 shares, representing 58.49% of the company's total shares [1][5]. - This equity change will not lead to a change in the company's controlling shareholder or actual controller, nor will it significantly impact the company's daily operations [1][4]. Group 2: Shareholding Structure Before and After - Before the transaction, Northern United Power Co., Ltd. held 3,052,500,385 shares, accounting for 46.77% of the total shares, while after the transaction, its holding will increase to 4,301,373,112 shares, representing 58.49% [4]. - The total number of shares held by all shareholders will increase from 6,526,887,811 to 7,353,873,497 shares post-transaction [4]. - The actual controller remains China Huaneng Group Co., Ltd., and the transaction does not affect the company's listing status [5]. Group 3: Regulatory Compliance - The transaction complies with the relevant provisions of the "Management Measures for the Acquisition of Listed Companies," allowing Northern United Power Co., Ltd. to increase its shareholding without triggering a mandatory offer [5]. - The company will fulfill its information disclosure obligations as required by regulations following the completion of the share issuance related to the asset acquisition [6].

Group 1 - The company, Jiangxi Baitong Energy Co., Ltd., plans to issue up to 39,100,000 shares to specific investors, raising no more than 385.135 million yuan [1][2] - The controlling shareholder, Nanchang Baitong Environmental Technology Co., Ltd., will fully subscribe to this issuance [1] - The issuance requires approval from the company's shareholders' meeting, Shenzhen Stock Exchange, and registration with the China Securities Regulatory Commission [1] Group 2 - The actual controller, Mr. Zhang Chunlong, holds 54 million shares directly, accounting for 11.72% of the total shares before the issuance [1] - Mr. Zhang, through his companies, indirectly controls 126.7207 million shares, representing 27.49% of the total shares before the issuance [1] - Together with his concerted actors, Mr. Zhang and his associates control a total of 243.4737 million shares, which is 52.83% of the total shares before the issuance [2] Group 3 - Following the issuance, the shareholding ratio of Mr. Zhang and his concerted actors is expected to rise to 56.51%, which does not affect the company's listing status [2] - The subscription by Nanchang Baitong Environmental Technology Co., Ltd. is exempt from making a mandatory offer due to the existing shareholding structure [2] - Any changes in the policies regarding the exemption from mandatory offers by the China Securities Regulatory Commission or Shenzhen Stock Exchange will be followed accordingly [2]

Core Viewpoint - The legal opinion states that Anhui Fuhuang Steel Structure Co., Ltd.'s controlling shareholder, Anhui Fuhuang Construction Co., Ltd., can avoid making a mandatory offer due to the acquisition of shares exceeding 30% of the company's issued shares, following the relevant laws and regulations [1][6]. Group 1: Acquisition Details - The acquisition involves Anhui Fuhuang Steel Structure purchasing 100% equity of Hefei Zhongke Junda Vision Technology Co., Ltd. through issuing shares and cash payment, along with raising supporting funds [1]. - Anhui Fuhuang Construction will subscribe to 75,037,800 new shares at the issuance price, which will increase the total share capital of the company from 435,268,478 shares to 620,849,868 shares post-acquisition [4][5]. Group 2: Shareholding Structure - Before the acquisition, Anhui Fuhuang Construction held 144,616,314 shares, representing 33.22% of the company. After the acquisition, its shareholding will increase to 219,654,114 shares, or 35.38% [4][5]. - The controlling shareholder, Yang Junbin, and his spouse, Zhou Yifan, are involved in the shareholding structure, with Yang Junbin holding 99.70% of Anhui Fuhuang Construction [2][3]. Group 3: Legal Compliance - The legal opinion confirms that Anhui Fuhuang Construction meets the qualifications to be a shareholder of a listed company and does not fall under any prohibitive conditions outlined in the acquisition management regulations [3][6]. - The acquisition is deemed to fall under the exemption from mandatory offer requirements as per Article 63 of the acquisition management regulations, provided that the non-related shareholders approve the exemption [5][6]. Group 4: Procedural Compliance - The necessary legal procedures for the acquisition have been fulfilled, including the approval of relevant proposals at board meetings [7][9]. - The company has also complied with information disclosure obligations as required by the regulations, ensuring transparency in the acquisition process [8][9].