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宁波能源集团股份有限公司关于全资子公司之间吸收合并的公告
Group 1 - The core point of the announcement is that Ningbo Energy Group Co., Ltd. plans to absorb and merge its wholly-owned subsidiaries, Ningbo Yongneng Biomass Energy Development Co., Ltd. and Ningbo Yongchuang Power Technology Co., Ltd. [2][3] - After the merger, Yongneng Biomass will continue to operate and will be renamed Ningbo Energy Group Biomass Energy Development Co., Ltd., while Yongchuang Power will be legally dissolved [2][3][4]. - The merger has been approved by the company's board of directors and does not constitute a related party transaction or a major asset restructuring as defined by regulations [2][4]. Group 2 - The merger aims to optimize the company's management structure, improve operational efficiency, and reduce management costs [3][4]. - The merger will not have a substantial impact on the company's consolidated financial statements, and the overall business development and profitability will not be adversely affected [4][8]. - The board of directors has authorized the management to handle the relevant matters related to the merger and to fulfill any legal or regulatory requirements [4][18]. Group 3 - The company has also announced the decision to waive its right of first refusal regarding a 5.83% equity stake in its subsidiary, Ningbo Xikou Pumped Storage Power Station Co., Ltd., which is being transferred to a wholly-owned subsidiary of Ningbo Yongshan Holdings Group Co., Ltd. [7][9]. - This transaction does not constitute a related party transaction or a major asset restructuring and does not require shareholder approval [7][8]. - The waiver of the right of first refusal will not negatively impact the company's ongoing operations, financial performance, or asset status [8][12].
太钢不锈: 关于部分销售子公司吸收合并及注销的公告
Zheng Quan Zhi Xing· 2025-08-29 18:22
证券代码:000825 证券简称:太钢不锈 公告编号:2025-035 山西太钢不锈钢股份有限公司 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假记载、误 导性陈述或重大遗漏。 为满足市场开发管理、渠道经营建设及服务基地生产经营的需要,经公司 议案》,由公司吸收合并成都(太钢)销售有限公司(以下简称"成都公司"), 太钢中部(山西)销售有限公司(以下简称"中部公司")吸收合并武汉太钢销 售有限公司(以下简称"武汉公司"),注销天津太钢销售有限公司(以下简称 "天津公司")和杭州太钢销售有限公司(以下简称"杭州公司")。 本次吸收合并事项不构成公司的关联交易,也不构成《上市公司重大资产重 组管理办法》规定的重大资产重组情形。根据《公司章程》有关规定,本事项无 需提交公司股东大会审议批准。 住所:四川省成都市金牛区金丰路 6 号 7 栋 2 单元 11 楼 21101 号、21102 号 一、公司基本情况 法定代表人:段亚楠 注册资本:100 万元 公司类型:有限责任公司(非自然人投资或控股的法人独资) 经营范围:金属及金属矿批发 历史沿革:成立于 1998 年,是太钢不锈的全资子公司。 财务 ...
恒力石化股份有限公司关于全资子公司之间吸收合并的公告
Overview - The core point of the announcement is that Hengli Petrochemical Co., Ltd. has approved the absorption merger of its wholly-owned subsidiaries, Hengli Petrochemical (Dalian) Refining Co., Ltd. and Hengli Petrochemical (Dalian) Chemical Co., Ltd., to optimize management structure and improve operational efficiency [2][10]. Group 1: Merger Details - The merger involves Hengli Refining absorbing Hengli Chemical, with Hengli Refining continuing operations and Hengli Chemical being legally dissolved [5]. - The merger is not classified as a related party transaction or a major asset restructuring under relevant regulations, thus does not require shareholder approval [2][10]. - The merger is set to be effective as of July 31, 2025 [6]. Group 2: Financial Information - As of December 31, 2024, Hengli Refining had total assets of 113.47 billion RMB, total liabilities of 80.23 billion RMB, and net assets of 33.24 billion RMB, with an annual revenue of 226.97 billion RMB and a net profit of 1.98 billion RMB [4]. - Hengli Chemical, as of the same date, had total assets of 70.58 billion RMB, total liabilities of 60.49 billion RMB, and net assets of 1.01 billion RMB, with an annual revenue of 42.11 billion RMB and a net profit of 236.91 million RMB [4]. Group 3: Impact of the Merger - The merger is expected to enhance the company's management structure, improve operational efficiency, optimize resource allocation, and reduce management costs, thereby promoting quality and efficiency improvements [9]. - The financial statements of both subsidiaries are already included in the company's consolidated financial statements, indicating that the merger will not significantly impact the company's normal operations, financial status, or results [9].
湖南凯美特气体股份有限公司 关于湖南凯美特气体股份有限公司特气分公司完成注销的公告
Core Viewpoint - The company has decided to deregister its subsidiary, Hunan Kaimete Special Gas Co., Ltd., to optimize its management structure and improve operational efficiency [1][2]. Group 1: Deregistration Overview - The sixth board meeting and the sixth supervisory board meeting were held on April 23, 2025, where the decision to deregister the subsidiary was approved [1]. - The deregistration process was completed on August 8, 2025, as confirmed by the registration notice from the Yueyang Market Supervision Administration [1]. Group 2: Impact of Deregistration - The deregistration aligns with the company's overall business strategy and is expected to reduce management and operational costs while enhancing organizational structure and management efficiency [2]. - The deregistration will not result in significant changes to the company's consolidated financial statements and will not adversely affect the company's business development or profitability [2].
恒帅股份: 关于吸收合并全资子公司暨变更部分募集资金投资项目实施主体的公告
Zheng Quan Zhi Xing· 2025-07-11 08:17
Core Viewpoint - Ningbo Hengshuai Co., Ltd. plans to absorb and merge its wholly-owned subsidiary, Ningbo Tongning Automotive Electronics Co., Ltd., to optimize management structure, improve operational efficiency, and reduce management costs [1][2][5] Group 1: Merger Details - The merger will result in the legal status of Tongning Electronics being canceled, with all its business, assets, debts, and rights being inherited by the company [1][5] - The implementation subject of the fundraising project for "New Energy Vehicle Micro-Motor and Thermal Management System, Intelligent Perception Cleaning System Components Production Base Construction Project" will change from Tongning Electronics to the company itself, while investment amounts and purposes remain unchanged [1][7] Group 2: Financial Overview of Tongning Electronics - Tongning Electronics has a registered capital of 210 million yuan and was established on December 27, 2019 [2][3] - As of March 31, 2025, Tongning Electronics reported total assets of approximately 178.49 million yuan and owner’s equity of approximately 177.28 million yuan [4] Group 3: Fundraising and Investment Projects - The company raised a net amount of approximately 374.95 million yuan from its initial public offering, with a total investment of approximately 652.23 million yuan allocated to various projects [5][6][7] - The fundraising projects include the production base construction for new energy vehicle micro-motors and thermal management systems, with the total investment amounting to approximately 65.22 million yuan [7] Group 4: Strategic Implications - The merger is expected to enhance the company's management structure, operational efficiency, and cost management, aligning with the company's strategic development goals [8][9] - The financial statements of Tongning Electronics are already included in the company's consolidated financial statements, indicating that the merger will not materially affect the company's financial status [8][9]