Workflow
免于发出要约收购
icon
Search documents
运达股份: 财通证券股份有限公司关于运达能源科技集团股份有限公司收购报告书之2025年半年度持续督导意见
Zheng Quan Zhi Xing· 2025-09-02 09:16
Core Viewpoint - The report outlines the ongoing supervision and compliance of the acquisition process of Yunda Energy Technology Group Co., Ltd. by Zhejiang Electromechanical Group Co., Ltd., highlighting the completion of share issuance and adherence to regulatory requirements [1][2][6]. Group 1: Acquisition Details - Zhejiang Electromechanical Group's shareholding in Yunda Energy will increase from 40.01% to 46.50% after the issuance of new shares [1][2]. - The acquisition complies with the regulations allowing exemption from mandatory tender offers, as approved by the non-related shareholders at the general meeting [2][5]. - The total funds raised from the issuance amount to approximately RMB 699.99 million, with a net capital increase after deducting issuance costs [4][5]. Group 2: Compliance and Governance - Both the acquirer and Yunda Energy have fulfilled their information disclosure obligations as per regulatory requirements during the acquisition process [5][6]. - Yunda Energy has established a sound corporate governance structure and internal control system, with no violations reported during the supervision period [6][11]. - The acquirer has committed to avoiding any competition with Yunda Energy and has adhered to this commitment throughout the supervision period [7][8]. Group 3: Future Plans and Commitments - The acquirer has no immediate plans to change Yunda Energy's main business operations or make significant adjustments to its asset structure [9][10]. - There are no plans for major changes in the board of directors or senior management, although a resignation has been noted [10][11]. - Yunda Energy has announced a three-year dividend plan for 2025-2027, indicating no major changes to its existing dividend policy [12].
沈阳机床: 北京市中伦律师事务所关于中国通用技术(集团)控股有限责任公司及其一致行动人免于发出要约事项的法律意见书
Zheng Quan Zhi Xing· 2025-06-09 12:36
Group 1 - The legal opinion letter is issued by Zhonglun Law Firm regarding China General Technology (Group) Holding Co., Ltd. and its concerted actions to be exempt from making a tender offer in relation to the acquisition of Shenyang Machine Tool Co., Ltd. [1][2] - The acquisition involves China General Technology Group's concerted actions, including General Technology Group Machine Co., Ltd. and General Technology Group Shenyang Machine Co., Ltd., acquiring 100% equity of Shenyang Zhongjie Friendship Factory Co., Ltd. and Shenyang Zhongjie Aerospace Machine Tool Co., Ltd., as well as 78.45% equity of Tianjin Tianduan Press Machine Co., Ltd. [1][2] - The legal opinion confirms that the acquirer and its concerted actions meet the requirements for exemption from making a tender offer as per the relevant regulations [10][12] Group 2 - The acquirer, China General Technology Group, is a state-owned limited liability company with a registered capital of 750 million RMB, established on March 18, 1998 [6][8] - The concerted action entities, General Technology Group Machine Co., Ltd. and General Technology Group Shenyang Machine Co., Ltd., have registered capitals of 1 billion RMB and are also limited liability companies [6][8] - The legal opinion states that the acquirer and its concerted actions are in compliance with the provisions of the Acquisition Management Measures and have not encountered any legal or regulatory issues that would prevent them from acquiring shares in a listed company [9][12] Group 3 - The acquisition is structured such that after completion, China General Technology Group will hold 37.54% of Shenyang Machine Tool, while its concerted actions will hold 7.37% and 5.11% respectively [10] - The shareholders' meeting of Shenyang Machine Tool approved the exemption from making a tender offer, and the concerted actions have committed not to transfer the acquired shares for 36 months [10][12] - The legal opinion concludes that the acquisition has fulfilled the necessary review and approval procedures as of the date of issuance [11][12]