重大资产置换及支付现金购买资产暨关联交易
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*ST宝实: 国浩律师(银川)事务所关于宝塔实业股份有限公司2025年第二次临时股东会之法律意见书
Zheng Quan Zhi Xing· 2025-07-11 16:26
Group 1 - The legal opinion letter is issued by Grandall Law Firm (Yinchuan) regarding the second extraordinary general meeting of Baota Industrial Co., Ltd. scheduled for July 11, 2025 [1][3] - The law firm confirms that it has witnessed the meeting and verified all necessary documents provided by the company, ensuring their authenticity and completeness [2][3] - The meeting was initially scheduled for July 7, 2025, but was postponed to July 11, 2025, with additional temporary proposals included [4][5] Group 2 - The meeting's convening and procedures comply with the Company Law, Shareholders' Meeting Rules, and the company's articles of association [5][6] - A total of 554 shareholders attended the meeting, representing 388,563,016 shares, which is 34.1247% of the total voting shares [5][6] - The voting results indicate that all resolutions were passed with the required majority, confirming the legality and validity of the meeting's outcomes [29]
*ST宝实: 第十届董事会第二十次会议决议公告
Zheng Quan Zhi Xing· 2025-07-01 16:40
Group 1 - The board of directors of Baota Industrial Co., Ltd. held its 20th meeting on June 30, 2025, with all 7 directors present, ensuring compliance with relevant laws and regulations [1][2] - The board approved the proposal to postpone the second temporary shareholders' meeting originally scheduled for July 2025, with the record date remaining unchanged on July 1, 2025 [1][2] - The board also approved the proposal to add temporary proposals related to a major asset swap and cash purchase of assets as temporary agenda items for the upcoming shareholders' meeting [2][3] Group 2 - The proposal to add temporary agenda items was initiated by Ningguoyun, which holds 334 million shares, accounting for 29.33% of the company's total share capital, meeting the qualifications set by relevant regulations [2] - The board confirmed that the temporary proposals fall within the scope of the shareholders' meeting's review authority and have clear topics and specific resolutions [2]