Langfang Development Co.Ltd(600149)
Short form 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: state owned assets supervision and Administration Commission of Langfang Municipal People’s government address: No. 215 Xinhua Road, Guangyang District, Langfang City, Hebei Province communication address: No. 215 Xinhua Road, Guangyang District, Langfang City, Hebei Province nature of equity change: decrease
Signed on: March 24, 2022
Statement of information disclosure obligor
1、 The information disclosure obligor prepares this report 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 the acquisition”), the standards for the contents and forms of information disclosure by companies offering securities to the public No. 15 – Report on changes in equity, and other relevant laws and regulations.
2、 The information disclosure obligor has obtained necessary authorization and approval for signing this equity change report.
3、 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.
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 of equity change five
1、 Purpose of this equity change five
2、 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 7 Section V Trading of listed shares in the first six months Section VI other major matters Section 7 documents for future reference 11 attached table: short form equity change report twelve
Section I interpretation
Unless otherwise specified, the following abbreviations and terms have the following meanings in this report:
Information disclosure obligor 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 and this equity change refer to the equity change reported in Langfang Development Co.Ltd(600149) short form equity change report. This stock index Langfang holdings is transferred out of Langfang SASAC. After the transfer, it will no longer indirectly control Langfang Development Co.Ltd(600149) 15.30% of the shares through corridor transfer and this free transfer
The measures for the administration of acquisition refers to the measures for the administration of the acquisition of listed companies
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: state owned assets supervision and Administration Commission of Langfang Municipal People’s Government
Registered address: No. 215, Xinhua Road, Guangyang District, Langfang City, Hebei Province
Unified social credit code of legal person: 11131 Tibet Mineral Development Co.Ltd(000762) 0986308
Type: organ legal person
Person in charge: wanfusen
Mailing address: No. 215, Xinhua Road, Guangyang District, Langfang City, Hebei Province
Postal Code: 065000
Main responsibilities:
（1） According to the authorization of the municipal government and in accordance with the law of the people’s Republic of China on state owned assets of enterprises, the company law of the people’s Republic of China and other laws and administrative regulations, perform the duties of investors, supervise the state-owned assets of enterprises performing the duties of investors, and strengthen the management of state-owned assets.
（2） To assume the responsibility of supervising the maintenance and appreciation of the state-owned assets of the enterprises under supervision; Establish and improve the index system for the preservation and appreciation of state-owned assets, formulate assessment standards, and supervise the preservation and appreciation of state-owned assets of supervised enterprises through statistics and audit; Optimize the assessment and distribution, improve the incentive and restraint mechanism, improve the income distribution management and regulation system of the supervised enterprises, be responsible for the salary distribution management of the supervised enterprises, formulate and organize the implementation of the income distribution policies of the principals of the supervised enterprises.
（3） Study and establish the operation system of state-owned capital and formulate the operation plan of state-owned capital; Promote the standardized operation of state-owned capital, establish and guide the state-owned capital investment and operation companies of the municipal SASAC to carry out the operation of state-owned capital; According to the requirements of adjusting and optimizing the layout and structure of state-owned capital, guide the supervised enterprises to strengthen the management of their financial business; To organize and guide the establishment and operation of relevant investment funds; Centralized management of the work related to the performance of the responsibilities of shareholders of diversified investment entities by the municipal SASAC.
（4） Guide and promote the reform and reorganization of state-owned enterprises, promote the construction of modern enterprise system of state-owned enterprises, and improve the corporate governance structure; Promote the strategic adjustment of the layout and structure of the state-owned economy, formulate the overall plan of the supervised enterprises, and review the development strategy and plan of the supervised enterprises; Improve the way of investment supervision and strengthen the main business management; Guide the supervised enterprises to prevent risks and carry out accountability for illegal investment.
（5） Be responsible for appointing, removing and assessing the principals of the supervised enterprises through legal procedures, and reward and punish them according to their business performance.
（6） Be responsible for organizing the supervised enterprises to hand over the state-owned capital income, participating in the formulation of relevant management systems and methods of state-owned capital operation budget, and responsible for the preparation and implementation of state-owned capital operation budget and final accounts in accordance with relevant regulations. （7） Be responsible for the utilization of relevant supervision results, classified disposal, supervision and in-depth verification of the problems found in the supervision and inspection, organize special verification of common problems, organize the investigation of major losses of state-owned assets, and put forward opinions and suggestions on accountability.
（8） According to the responsibilities of the investor, be responsible for supervising and inspecting the supervised enterprises to implement the national work safety guidelines and policies and relevant laws, regulations and standards.
（9） Be responsible for the basic management of state-owned assets of enterprises, implement the national laws and regulations on the management of state-owned assets, formulate relevant systems and methods for the management of state-owned assets, and guide and supervise the management of state-owned assets of counties (cities, districts) according to law.
（10） Establish and improve the responsibility system for Party building, improve the assessment and evaluation system for Party building in enterprises, and carry out the assessment of Party building in supervised enterprises; Guide the supervised enterprises to carry out party building.
（11） Guide the supervised enterprises and entrusted institutions to rectify the problems found in patrol inspection, special inspection and audit.
（12） Supervise and manage the assets of the collective enterprises under supervision, safeguard the legitimate rights and interests of the collective economy and promote the development of the collective economy.
（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
Wanfusen 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 has not held more than 5% of the issued shares of other domestic and overseas listed companies.
Section III purpose of equity change
1、 Purpose of this equity change
According to the work deployment of the municipal government, on March 24, 2022, Langfang Municipal Finance Bureau and the state owned assets supervision and Administration Commission of Langfang Municipal People’s government signed the agreement on the termination of the free transfer of enterprise state-owned property rights. Both parties agreed and jointly confirmed that the agreement on the free transfer of enterprise state-owned property rights signed by both parties on December 17, 2021 will be terminated from the date of signing this agreement, Terminate the free transfer of state-owned property rights of Langfang holding group, return 100% of the equity of Langfang holding group to Langfang Municipal Finance Bureau, and resume 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. After this equity change, the information disclosure obligor will no longer indirectly hold Langfang Development Co.Ltd(600149) shares, Langfang Finance Bureau will hold 100% equity of Langfang holdings, indirectly hold Langfang Development Co.Ltd(600149) 15.30% equity through Langfang holdings, and Langfang Finance Bureau 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、 Increase and disposal plan of shares of Listed Companies in the next 12 months
As of the signing date of this report, the information disclosure obligor has no plan to increase Langfang Development Co.Ltd(600149) shares 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 successively held Langfang Development Co.Ltd(600149) shares. The information disclosure obligor holds 100% state-owned equity of Langfang holdings, indirectly holds Langfang Development Co.Ltd(600149) 58173700 shares through Langfang holdings, accounting for 15.30% of the total share capital, and 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 work deployment of the municipal government, on March 24, 2022, Langfang Finance Bureau and the state owned assets supervision and Administration Commission of Langfang Municipal People’s government signed the agreement on the termination of the free transfer of enterprise state-owned property rights. Both parties agreed and jointly confirmed that the free transfer agreement of enterprise state-owned property rights signed by both parties on December 17, 2021 was terminated from the date of signing this agreement, 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 Langfang 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 the equity change is completed, the information disclosure obligor will no longer indirectly hold Langfang Development Co.Ltd(600149) shares, Langfang Finance Bureau will hold 100% of the equity of Langfang holding, indirectly hold Langfang Development Co.Ltd(600149) 15.30% of the equity through Langfang holding, and will become the actual controller of Langfang Development Co.Ltd(600149) . After this equity change, the controlling relationship of Langfang Development Co.Ltd(600149) is shown in the figure below:
Langfang Finance Bureau
100%
Langfang Holdings
15.30%
Langfang Development Co.Ltd(600149) Langfang Development Co.Ltd(600149) ）
3、 Description of whether there are rights restrictions on the shares involved in this equity change
As of the signing date of this report, Langfang Holdings has frozen 500.05 million Langfang Development Co.Ltd(600149) shares, accounting for 86.04% of its proportion and 13.17% of the total share capital. For details, see the company’s announcement on the continued freezing of some shares of the company’s controlling shareholders (Announcement No.: p.2021018). 4、 Relevant procedures for this equity change
According to the work deployment of the municipal government, on March 24, 2022, Langfang Municipal Finance Bureau and the state owned assets supervision and Administration Commission of Langfang Municipal People’s government signed the cancellation agreement on the free transfer of state-owned property rights of enterprises, terminated the free transfer of state-owned property rights of Langfang holding group, and returned 100% of the equity of Langfang holding group to Langfang Municipal Finance Bureau, The Municipal Finance Bureau shall resume performing the duties of state-owned assets contributor of Langfang Holding Group on behalf of the municipal government according to law.
Section V Trading of listed shares in the first six months
The information disclosure obligor has not bought or sold Langfang Development Co.Ltd(600149) listed shares within six months before the signing date of this report.
Section VI other major matters
As of the signing date of this report, this report has truthfully disclosed the relevant information of this equity change in accordance with relevant regulations, and the information disclosure obligor has no other major matters that should be disclosed but not disclosed related to this equity change.
Statement of information disclosure obligor
I (and the organization I represent) promise that this report will not
