Langfang Development Co.Ltd(600149)
Detailed equity change report
Name of listed company: Langfang Development Co.Ltd(600149) stock listing place: Shanghai Stock Exchange Stock abbreviation: Langfang Development Co.Ltd(600149) Stock Code: Langfang Development Co.Ltd(600149) information disclosure obligor: Langfang Finance Bureau domicile: No. 209 Xinhua Road, Langfang City mailing address: No. 209 Xinhua Road, Langfang city nature of change in equity: increase
Signed on: March 24, 2022
Statement of information disclosure obligor
1、 The information disclosure obligor shall, in accordance with the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), the measures for the administration of the acquisition of listed companies (hereinafter referred to as the “measures for the administration of acquisition”), and the standards for the contents and forms of information disclosure by companies offering securities to the public No. 15 – Report on changes in equity This report is prepared in accordance with the standards for the contents and forms of information disclosure by companies offering securities to the public No. 16 – Acquisition report of listed companies and other relevant laws and regulations.
2、 In accordance with the provisions of the securities law and the measures for the administration of acquisition, this report has fully disclosed the changes in the shares in which the information disclosure obligor has interests in Langfang Development Co.Ltd(600149) ; As of the signing date of this report, except for the shareholding information disclosed in this report, the information disclosure obligor has not increased or reduced the shares with interests in Langfang Development Co.Ltd(600149) in any other way.
3、 The information disclosure obligor has obtained necessary authorization and approval for signing this equity change report, and its performance does not violate or conflict with any provision in the articles of association or internal rules of the information disclosure obligor.
4、 This equity change is based on the information stated in this report. Except for the information disclosure obligor, no other person has been entrusted or authorized to provide information not listed in this report and make any explanation or explanation to this report.
catalogue
Section 1 interpretation Section 2 Introduction to information disclosure obligors two
1、 Basic information of information disclosure obligor two
2、 Information about the main person in charge of the information disclosure obligor Wrong! No bookmarks defined. 3、 The shares in which the information disclosure obligor has interests in other domestic and overseas listed companies reach or exceed
5% of the company’s issued shares Wrong! No bookmarks defined. Section III purpose and decision of equity change five
1、 Purpose of this equity change five
2、 The decision of this equity change five
3、 Plans for the increase and disposal of shares of Listed Companies in the next 12 months 5 Section IV equity change method six
1、 Information disclosure obligors holding shares of listed companies before this equity change six
2、 Basic information of this equity change six
3、 Description of whether there are rights restrictions on the shares involved in this equity change seven
4、 Relevant procedures performed in this equity change Section V source of funds 8 section VI follow up plan nine
1、 Adjustment of the main business of Listed Companies in the next 12 months nine
2、 Restructuring plans for listed companies in the next 12 months nine
3、 Adjustment plan for directors and senior managers of listed companies nine
4、 Amendment plan to the articles of association of listed companies nine
5、 Make major changes to the existing employee employment plan of the listed company and its specific conditions nine
6、 Major changes in dividend policy of listed companies nine
7、 Other plans that have a significant impact on the business and organizational structure of the listed company Section 7 analysis of the impact on listed companies eleven
1、 The impact of this equity change on the independence of listed companies eleven
2、 Impact on horizontal competition and related party transactions of listed companies Section 8 major transactions with listed companies twelve
1、 Transactions with listed companies and their subsidiaries twelve
2、 Transactions with directors, supervisors and senior managers of listed companies III. make compensation or similar arrangements for the directors, supervisors and senior managers of the listed company to be replaced
…… twelve
4、 Other contracts, tacit understandings or arrangements that have a significant impact on the listed company twelve
Section 9 trading of listed shares in the first six months thirteen
1、 Information disclosure obligors’ trading of listed shares of listed companies II. The principal responsible person of the information disclosure obligor and his immediate family members buy and sell the listed shares of the listed company
situation…… Section 10 other major matters Section 11 documents for future reference 16 attached table: detailed report on changes in equity seventeen
Section I interpretation
Unless otherwise specified, the following abbreviations and terms have the following meanings in this report:
Information disclosure obligor refers to Langfang Finance Bureau
Municipal SASAC refers to the state owned assets supervision and Administration Commission of Langfang Municipal People’s government
Langfang holding refers to Langfang Investment Holding Group Co., Ltd
Langfang Development Co.Ltd(600149) . Listed company refers to Langfang Development Co.Ltd(600149)
This report, this equity change refers to the equity change of Langfang Development Co.Ltd(600149) detailed equity change report, this equity change, this stock index Langfang holding is transferred to the Finance Bureau, and after the transfer, it controls Langfang Development Co.Ltd(600149) 15.30% of the equity through the inter share transfer of Langfang holding and this free transfer
The measures for the administration of acquisition refers to the measures for the administration of the acquisition of listed companies
The articles of association refers to the articles of association of Langfang Development Co.Ltd(600149)
SASAC of the State Council refers to the state owned assets supervision and Administration Commission of the State Council
CSRC refers to the China Securities Regulatory Commission
Shanghai stock exchange refers to Shanghai Stock Exchange
Yuan and 10000 yuan refer to RMB yuan and 10000 yuan
Section II introduction to information disclosure obligors
1、 Basic information of information disclosure obligor
Name: Langfang Finance Bureau
Registered address: No. 209, Xinhua Road, Guangyang District, Langfang City, Hebei Province
Unified social credit code of legal person: 111310 Shenzhen Fountain Corporation(000005) 421765
Type: organ legal person
Person in charge: Yao Zhenhui
Mailing address: No. 209, Xinhua Road, Guangyang District, Langfang City, Hebei Province
Postal Code: 065000
Main responsibilities: (I) formulate finance and taxation development strategies, plans, policies and reform plans and organize their implementation.
Analyze and predict the macroeconomic situation, participate in the formulation of macroeconomic policies, and put forward suggestions on the use of fiscal and tax policies to implement macro-control and comprehensively balance social financial resources. Formulate distribution policies between cities and counties, governments and enterprises, and improve fiscal and tax policies to encourage the development of public welfare undertakings.
(II) implement the laws, administrative regulations and rules of finance, finance and accounting management.
(III) be responsible for the management of various financial revenues and expenditures at the municipal level. Prepare the draft of annual municipal budget and final accounts, organize the implementation, and compile the draft of municipal budget and final accounts. Organize the formulation of expenditure standards and quotas, review and approve the annual budget and final accounts of departments (units). Entrusted by the municipal government, report the financial budget, implementation and final accounts to the Municipal People’s Congress and its Standing Committee. Be responsible for the asset management of government investment funds and municipal financial contributions. Be responsible for the disclosure of municipal financial budgets and final accounts. Responsible for implementing budget performance management assessment.
(IV) be responsible for organizing the implementation of tax policies, local tax regulations, government rules and implementation rules. Put forward suggestions on major issues such as tax items, tax rate adjustment, reduction and exemption and local tax policies authorized by the central and provincial governments. Organize and promote the reform of the tax system.
(V) be responsible for the management of Government Non tax revenue according to the division of labor. Be responsible for the management of government funds and administrative fees according to regulations. Manage financial bills. Implement lottery management policies and relevant measures, supervise the lottery market and manage lottery public welfare funds according to regulations.
(VI) study and formulate treasury management system and treasury centralized collection and payment system, guide and supervise municipal treasury business, and carry out treasury cash management. Formulate the preparation methods of government financial reports and organize their implementation. Formulate government procurement system and supervise and manage it.
(VII) implement the government debt management system and policies and formulate specific measures. Be responsible for the management of government debt limit, bond application and issuance, principal and interest repayment, etc. Implement the national foreign debt management policy, formulate specific measures and manage the foreign creditor’s rights and debts of the municipal government. Carry out foreign financial exchanges.
(VIII) take the lead in preparing the report on the management of state-owned assets. According to the authorization of the municipal government, perform the responsibilities of municipal state-owned financial capital contributors in a centralized and unified manner. Implement the rules and regulations on the management of state-owned financial capital and formulate specific measures. Formulate and organize the implementation of the state-owned assets management system of administrative institutions, and formulate expenditure standards and expenditure policies that need to be uniformly stipulated by the whole city.
(IX) be responsible for reviewing and summarizing the draft budget and final accounts of the city’s state-owned capital operation, organizing the implementation of the state-owned capital operation budget system, formulating specific measures and collecting the state-owned capital income of municipal enterprises. Organize the implementation of enterprise financial system. To be responsible for the administration of non trade foreign exchange of administrative institutions and social organizations within the financial budget.
(x) be responsible for reviewing and summarizing the draft budget and final accounts of the city’s social insurance funds, formulating relevant fund (Fund) financial management systems together with relevant departments and organizing their implementation. To undertake the financial supervision of social insurance funds. （11） Be responsible for handling and supervising the economic development expenditure of Municipal Finance and the financial allocation of municipal government investment projects, participating in the formulation of relevant policies for municipal construction investment and formulating the financial management system of infrastructure construction. Responsible for the management of financial budget review.
（12） Be responsible for managing the accounting work of the whole city, supervising and standardizing accounting behavior, and organizing the implementation of accounting system. （13） Complete other tasks assigned by the municipal Party committee and the municipal government. 2、 Information about the principal of the information disclosure obligor
Name Gender Position nationality long-term residence have you obtained the right of residence abroad
Yao Zhenhui, male party secretary and director, Langfang, China no
The above-mentioned personnel have not received administrative punishment, criminal punishment or major civil litigation or arbitration related to economic disputes in the past five years. 3、 The shares in which the information disclosure obligor has interests in other domestic and overseas listed companies reach or exceed 5% of the issued shares of the company
As of the signing date of this report, the information disclosure obligor does not have shares with interests in other domestic and overseas listed companies that reach or exceed 5% of the issued shares of the company.
Section III purpose and decision of equity change
1、 Purpose of this equity change
According to the decision-making and deployment of the municipal government, on March 24, 2022, the Municipal Finance Bureau and the municipal SASAC signed the agreement on the termination of the free transfer of state-owned property rights of enterprises. Both parties agreed and jointly confirmed that from the date of signing this agreement, the agreement on the free transfer of state-owned property rights of enterprises signed by both parties on December 17, 2021 was terminated and the free transfer of state-owned property rights of Langfang holding group was terminated, The 100% equity of Langfang holding group will be returned to the Municipal Finance Bureau, and the Municipal Finance Bureau will resume performing the duties of contributor of state-owned assets of Langfang Holding Group on behalf of the municipal government according to law. After this equity change, the information disclosure obligor will hold 100% equity of Langfang holdings and indirectly hold 15.30% equity of Langfang Development Co.Ltd(600149) through Langfang holdings. The information disclosure obligor will become the actual controller of Langfang Development Co.Ltd(600149) . The equity transfer of Langfang holding group will not be carried out within 18 months from April 30, 2021.
2、 Decision on this equity change
According to the decision-making and deployment of the municipal government, on March 24, 2022, the Municipal Finance Bureau and the Municipal State owned assets supervision and Administration Commission signed the agreement on the termination of the free transfer of state-owned property rights of enterprises, terminated the free transfer of state-owned property rights of Langfang holding group, returned 100% of the equity of Langfang holding group to the Municipal Finance Bureau, and resumed the Municipal Finance Bureau to perform the duties of contributor of state-owned assets of Langfang Holding Group on behalf of the municipal government according to law. 3、 Increase and disposal plan of shares of Listed Companies in the next 12 months
As of the signing date of this report, there is no plan to increase Langfang Development Co.Ltd(600149) shares in the next 12 months, and there is no plan to dispose Langfang Development Co.Ltd(600149) shares due to this equity change in the next 12 months.
Section IV changes in equity
1、 Information disclosure obligors holding shares of listed companies before this equity change
Before this equity change, the information disclosure obligor did not hold Langfang Development Co.Ltd(600149) shares. The municipal SASAC holds 100% state-owned equity of Langfang holdings and indirectly holds Langfang Development Co.Ltd(600149) 58173700 shares through Langfang holdings, accounting for 15.30% of the total share capital. It is the actual controller of Langfang Development Co.Ltd(600149) . Before this equity change, Langfang Development Co.Ltd(600149) ‘s controlling relationship is shown in the figure below:
Langfang SASAC
100%
Langfang Holdings
15.30%
Langfang Development Co.Ltd(600149) Langfang Development Co.Ltd(600149) ）
2、 Basic information of this equity change
According to the decision-making and deployment of the municipal government, on March 24, 2022, the Municipal Finance Bureau and the municipal SASAC signed the agreement on the free transfer of state-owned property rights of enterprises and the cancellation agreement
