Dalian Haosen Equipment Manufacturing Co.Ltd(688529) board of directors
Explanation on the compliance of this transaction with Article 4 of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies
Dalian Haosen Equipment Manufacturing Co.Ltd(688529) (hereinafter referred to as the “company” or “listed company”) intends to issue shares to 8 shareholders of Shenzhen Xinpu automation equipment Co., Ltd. (hereinafter referred to as “Xinpu automation”) such as Mao Tiejun, purchase 100% equity of Xinpu automation held by them, and issue shares to no more than 35 special objects to raise supporting funds (hereinafter referred to as “this transaction”).
This transaction is not expected to constitute a major asset restructuring, but after careful judgment by the board of directors, this transaction is reviewed with reference to the major asset restructuring. According to the provisions of Article 4 of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies, the details of this transaction are as follows:
1. The subject assets of this transaction do not involve project approval, environmental protection, industry access, land use, planning, construction and other related matters; The approval items of the company’s board of directors, general meeting of shareholders, Shanghai Stock Exchange, China Securities Regulatory Commission and other government departments involved in this transaction have been disclosed in detail in the plan for Dalian Haosen Equipment Manufacturing Co.Ltd(688529) issuing shares to buy assets and raising supporting funds and abstract, and special tips have been made on the risks that may not be approved.
2. The underlying asset of this transaction is 100% equity of the underlying company. The counterparty legally owns the complete rights of the underlying assets, the ownership is clear, there is no other pledge, seizure, freezing and other restrictions or prohibition on transfer, and there is no situation where the shareholders’ capital contribution is untrue or affects the legal existence of the underlying company.
3. This transaction is conducive to improving the integrity of the company’s assets, and the company continues to maintain independence in terms of personnel, procurement, production, sales, intellectual property rights, etc.
4. The target company of this transaction, Shenzhen Xinpu automation equipment Co., Ltd., is mainly engaged in the design, R & D, production and sales of intelligent manufacturing equipment and post-processing production lines for lithium batteries, and provides advanced production equipment and post-processing production lines for lithium battery manufacturing fields such as power batteries, 3C batteries and energy storage batteries. After the completion of this transaction, the industry status and influence of the listed company will be improved, which is conducive to consolidating the development of the main business of the listed company, expanding the business scale of the listed company and improving the profitability of the listed company; It is conducive to the company’s expansion of business layout and enhancement of anti risk ability; This transaction will not lead to the company’s new related party transactions or horizontal competition.
Therefore, this transaction complies with Article 4 of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies.
It is hereby explained.
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(there is no text on this page, which is the report of the Dalian Haosen Equipment Manufacturing Co.Ltd(688529) board of directors on the compliance of this transaction
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(the seal page of the explanation specified in Article 4) Dalian Haosen Equipment Manufacturing Co.Ltd(688529) board of directors date: