Securities code: Rianlon Corporation(300596) securities abbreviation: Rianlon Corporation(300596) listing place: Shenzhen Stock Exchange Rianlon Corporation(300596)
Summary of the report on issuing shares and paying cash to purchase assets and raise supporting funds (Registration draft) (Revised Draft)
Name of counterparty
Han Qian, Yu bacon, Han Guangjian, Yu Hubei, Cao Jianying, Zhao Jingtao, Zhao Jingdan, Jia Guixin, Zhao Tiejun, song Yunqian, Li Hongtao, Li Tiening, Liu Ming, Zhao Yi, Ruan Shouguo, Wu Yawen, yuan you, Gan Miao, Liu Ying, Gao Lanchun, Yu Guang and Wang issued shares and paid cash to purchase capital
Xue, Zhang Shiqing, Cao E, Cao Yu, Yu Mingyang, Zhao Hong and Zhou Chan
Li Hong, Yan Lifang, Liu Shanshan, Gao Tong, Hao Rui, Chen Guixiang, Han Jingran, Xu Chunguang, Xu Dan, Zhang Yong, Zhang Hongguang, Guan Xinjun, Zhao Xiaogang, Yan Jianan, ye Xuemei, Zhu Hanchang, Wang Liguo and Meng Qingping were 45 in total
There are no more than 35 specific counterparties raising matching funds
Independent financial advisor
(28th floor, No. 1198, Century Avenue, China (Shanghai) pilot Free Trade Zone)
February, 2002
Company statement
The purpose of the summary of this report is only to provide the public with a brief information about the reorganization, and does not include all parts of the full text of the transaction report. The full text of the trading report is also published on the website of Shenzhen Stock Exchange( http://www.szse.cn. ); Refer to the report for the reference method of documents for future reference.
The listed company and all directors, supervisors and senior managers guarantee the authenticity, accuracy and completeness of this report and its summary, and shall be jointly and severally liable for the false records, misleading statements or major omissions in the summary of this report.
If the information provided or disclosed by the promisor is suspected of false records, misleading statements or major omissions and is filed for investigation by the judicial organ or the CSRC, the promisor will not transfer the shares with interests in the listed company until the investigation conclusion is formed, And submit the written application for suspension of transfer and the stock account to the board of directors of the listed company within two trading days after receiving the notice of filing and inspection, and the board of directors of the listed company shall apply for locking to the stock exchange and the registration and Clearing Company on behalf of the promisor; If the application for locking is not submitted within two trading days, the board of directors of the listed company is authorized to directly submit the basic information and account information of the promisor to the stock exchange and the registration and settlement company after verification, and apply for locking; If the board of directors of a listed company fails to submit the above basic information and account information to the stock exchange and the registration and settlement company, it shall authorize the stock exchange and the registration and settlement company to directly lock the relevant shares. If the investigation concludes that there are violations of laws and regulations, the promisor promises to voluntarily use the locked shares for compensation arrangements for relevant investors.
The matters stated in the summary of this report do not represent the substantive judgment, confirmation or approval of the CSRC and Shenzhen Stock Exchange on matters related to this asset restructuring. The entry into force and completion of the matters related to the reorganization described in the summary of this report need to be reviewed and approved by Shenzhen Stock Exchange and registered and issued by China Securities Regulatory Commission.
After the completion of this reorganization, the listed company shall be responsible for the changes in the operation and income of the listed company; The investors shall be responsible for the investment risks arising from this restructuring.
When evaluating the reorganization of the company, in addition to the summary of this report and the relevant documents disclosed at the same time with the summary of this report, investors should also seriously consider the risk factors disclosed in the summary of this report. If investors have any questions about the summary of this report, they should consult their own stockbrokers, lawyers, professional accountants or other professional consultants.
Counterparty statement
All the counterparties of this asset restructuring have issued a letter of commitment, and will provide the listed company with the relevant information of this restructuring in time, and ensure that the information provided is true, accurate and complete. If the information provided has false records, misleading statements or major omissions, and causes losses to the listed company or investors, they will be liable for compensation according to law.
The counterparty of this reorganization has issued the following commitments and statements on the authenticity, accuracy and completeness of the information and materials provided in the process of this transaction:
1. The promisor guarantees the authenticity, accuracy and completeness of the information provided for this exchange, and guarantees that there are no false records, misleading statements or major omissions, and assumes legal responsibility for the authenticity, accuracy and completeness of the information provided;
2. The promisor has provided all the information required by the intermediaries involved in this transaction. These information are true, accurate and complete original written materials or copies. The copies or copies of these materials are consistent with their original materials or originals. The signatures and seals of all documents are true without any false records Misleading statements or material omissions;
3. The promisor guarantees that the statement, commitment and confirmation issued for this exchange are true, accurate and complete, and there are no false records, misleading statements or major omissions; Ensure that the statutory disclosure and reporting obligations have been fulfilled, and there are no contracts, agreements, arrangements or other matters that should be disclosed but not disclosed;
4. Any misrepresentation or omission in the transaction documents or the promises issued by the intermediary due to the misrepresentation of the above-mentioned transaction documents by the reviewer and the commitments made by the intermediary have not been misleading;
5. The promisor guarantees that if the information provided or disclosed by this exchange is suspected of false records, misleading statements or major omissions and is filed for investigation by the judicial organ or the CSRC, it will not transfer the shares with interests in the listed company until the investigation conclusion is formed, And submit the written application for suspension of transfer and the stock account to the board of directors of the listed company within two trading days after receiving the notice of filing and inspection, and the board of directors shall apply for locking to the stock exchange and the registration and Clearing Company on its behalf; If the application for locking is not submitted within two trading days, the board of directors is authorized to directly submit his identity information and account information to the stock exchange and the registration and settlement company after verification and apply for locking; Information about the identity of the person who has not been registered with the securities exchange and the company's Securities Clearing Company and the information about the person who has not been directly registered with the board of directors; If the investigation concludes that there are violations of laws and regulations, I promise to lock in the shares and voluntarily use them for compensation arrangements for relevant investors.
6. The promisor is aware of the possible legal consequences of the above commitment, and will bear individual and joint legal liabilities for the violation of the above commitment.
Statement of relevant securities service institutions and personnel
The securities service institutions and personnel of this transaction promise that there are no false records, misleading statements or major omissions in the documents related to this transaction, and bear corresponding legal liabilities for their authenticity, accuracy and completeness.
catalogue
The company declares that 1. The counterparty declares that 2. Statement of relevant securities service institutions and personnel 4 catalog 5 interpretation seven
1、 General interpretation seven
2、 Professional interpretation 11 tips on major issues thirteen
1、 Special risk tips Wrong! No bookmarks defined.
2、 Overview of this transaction plan Wrong! No bookmarks defined.
3、 Performance commitments and compensation arrangements Wrong! No bookmarks defined.
4、 The issuance of shares involved in this transaction Wrong! No bookmarks defined.
5、 This transaction does not constitute a connected transaction Wrong! No bookmarks defined.
6、 This transaction does not constitute a major asset restructuring Wrong! No bookmarks defined.
7、 This transaction does not constitute reorganization and listing Wrong! No bookmarks defined.
8、 Evaluation or valuation of the underlying assets of this transaction Wrong! No bookmarks defined.
9、 The impact of this transaction on listed companies Wrong! No bookmarks defined. 10、 The decision-making and approval procedures that have been performed and still need to be performed in this transaction Wrong! No bookmarks defined.
11、 Important commitments made by the parties involved in this transaction Wrong! No bookmarks defined. 12、 The controlling shareholders and actual controllers of the listed company's principled opinions on the reorganization, and the controlling shareholders and their persons acting in concert, directors, supervisors and senior managers shall be effective from the date of resumption of the reorganization
Share reduction plan during the completion period Wrong! No bookmarks defined.
13、 Relevant arrangements to protect the legitimate rights and interests of investors Wrong! No bookmarks defined.
14、 Sponsor qualification of independent financial adviser Wrong! No bookmarks defined. Significant risk tips Wrong! No bookmarks defined.
1、 Risks associated with this transaction Wrong! No bookmarks defined.
2、 Risks related to the subject matter of the transaction Wrong! No bookmarks defined.
3、 Other risks Wrong! No bookmarks defined.
Section I overview of this transaction Wrong! No bookmarks defined.
1、 The background of this transaction Wrong! No bookmarks defined.
2、 The purpose of this transaction Wrong! No bookmarks defined.
3、 Decision making process and approval of this transaction Wrong! No bookmarks defined.
4、 The specific scheme of this transaction Wrong! No bookmarks defined.
5、 This transaction does not constitute a connected transaction Wrong! No bookmarks defined.
6、 This transaction does not constitute a major asset restructuring Wrong! No bookmarks defined. 7、 This transaction will not lead to the change of control of the listed company, nor will it constitute a mistake of reorganization and listing! No bookmarks defined.
8、 The impact of this transaction on listed companies Wrong! No bookmarks defined.
interpretation
In the summary of this report, unless the context indicates, the following abbreviations have the following meanings:
1、 General interpretation
Rianlon Corporation(300596) , company and listed company refer to Rianlon Corporation(300596)
Rianlon Corporation(300596) Co., Ltd., Rianlon Corporation(300596) chemical refers to Rianlon Corporation(300596) (Tianjin) Chemical Co., Ltd
Rianlon Corporation(300596) group refers to Tianjin Rianlon Corporation(300596) Technology Group Co., Ltd., one of the controlling shareholders of the company
Rianlon Corporation(300596) international refers to Rianlon Corporation(300596) International Group Co., Ltd., one of the controlling shareholders of the company
Rianlon Corporation(300596) plans to issue shares and pay cash. This transaction and this reorganization refer to the purchase of 922109% equity of Kangtai shares and the issuance of shares to raise supporting funds
The subject matter of the transaction, the subject assets and the proposed purchase refer to 922109% equity of Kangtai shares
assets
The reporting period refers to 2020 and 2021
Rianlon Corporation(300596) issuing shares and paying cash abstract of this report refers to the summary of the report on purchasing assets and supporting raised funds (Registration draft) (Revised Draft)
This report refers to the report of Rianlon Corporation(300596) issuing shares and paying cash to purchase assets and supporting raised funds (Registration draft) (Revised Draft)
Han Qian, Yu bacon, Han Guangjian, Yu Hubei, Cao Jianying, Zhao Jingtao, Zhao Jingdan, Jia Guixin, Zhao Tiejun, song Yunqian, Li Hongtao, Li Tiening, Liu Ming, Zhao Yi, Ruan Shouguo, Wu Yawen, yuan you, Gan Miao, Liu Ying, Gao Lan, the counterparties refer to Chun, Yu Guang, Wang Xue Zhang Shiqing, Cao E, Cao Yu, Yu Mingyang, Zhao Hong, Zhou Lihong, Yan Lifang, Liu Shanshan, Gao Tong, Hao Rui, Chen Guixiang, Han Jingran, Xu Chunguang, Xu Dan, Zhang Yong, Zhang Hongguang, Guan Xinjun, Zhao Xiao