Securities code: Cecep Environmental Protection Equipment Co.Ltd(300140) securities abbreviation: Cecep Environmental Protection Equipment Co.Ltd(300140) Announcement No.: 202230 Cecep Environmental Protection Equipment Co.Ltd(300140)
Suspension announcement on planning major asset restructuring
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Reasons for suspension and work arrangement
Cecep Environmental Protection Equipment Co.Ltd(300140) (hereinafter referred to as “the company”) is planning a major asset reorganization. It plans to issue shares and pay cash to purchase the equity of cecep Environmental Technology Co., Ltd. (hereinafter referred to as “environmental science and technology”) held by China Environmental Protection Group Co., Ltd. (hereinafter referred to as “China environmental protection”), And cecep (Shijiazhuang) environmental protection energy Co., Ltd. (hereinafter referred to as “cecep Shijiazhuang”), cecep (Cangzhou) environmental protection energy Co., Ltd. (hereinafter referred to as “cecep Cangzhou”), cecep (Baoding) environmental protection energy Co., Ltd. (hereinafter referred to as “cecep Baoding”) held by Hebei Construction Investment Group Co., Ltd. (hereinafter referred to as “cecep Baoding”) Cecep (Qinhuangdao) environmental protection energy Co., Ltd. (hereinafter referred to as “cecep Qinhuangdao”) and Chengde Huanneng Thermal Power Co., Ltd. (hereinafter referred to as “Chengde Huanneng thermal power”) issued shares to specific investors to raise supporting funds (hereinafter referred to as “this supporting financing”. This issuance of shares and payment of cash to purchase assets and this supporting financing are collectively referred to as “this transaction”).
The counterparty of this transaction, China environmental protection, is a wholly-owned subsidiary of China energy conservation and Environmental Protection Group Co., Ltd., the controlling shareholder and actual controller of the company. According to the relevant provisions of the Shenzhen Stock Exchange gem stock listing rules, China environmental protection is an affiliated legal person of the company. Therefore, this transaction constitutes a connected transaction.
In view of the uncertainty of the above matters, in order to safeguard the interests of investors and avoid significant impact on the company’s securities trading, according to the relevant provisions of Shenzhen Stock Exchange, the trading of the company’s shares (Securities abbreviation: Cecep Environmental Protection Equipment Co.Ltd(300140) , securities code: Cecep Environmental Protection Equipment Co.Ltd(300140) ) will be suspended from the opening of the market on May 20, 2022 (Friday).
The company is expected to disclose the trading plan within no more than 10 trading days, i.e. in accordance with the measures for the administration of major asset restructuring of listed companies and the standards for the content and format of information disclosure by companies offering securities to the public No. 26 – major asset restructuring of listed companies, no later than Monday, June 6, 2022 Disclose relevant information and apply for resumption of trading in accordance with the requirements of the guidelines for information disclosure of listed companies of Shenzhen Stock Exchange No. 2 – suspension and resumption of trading business.
If the company fails to convene the board of directors to review and disclose the trading plan within the above period, the trading of the company’s shares will be resumed and the planning of relevant matters will be terminated at the latest from the opening of the market on Monday, June 6, 2022. At the same time, the main work, progress, impact on the company and subsequent arrangements of the planning matters during the suspension period will be disclosed to fully remind the risks and uncertainties of relevant matters, And promised not to plan major asset restructuring within at least one month from the date of disclosure of relevant announcements.
2、 Basic information of this planning event
(I) name of the underlying asset
The underlying assets of this transaction are 100% equity of environmental technology, 19% equity of cecep Shijiazhuang, 19% equity of cecep Baoding, 19% equity of cecep Qinhuangdao, 19% equity of cecep Cangzhou and 14% equity of Chengde Huanneng thermal power. The basic information of the underlying company is as follows:
1. Environmental Technology
(1) Basic information
Company name: China energy conservation environmental technology Co., Ltd
Company type: limited liability company (sole proprietorship of legal person)
Date of establishment: July 30, 2021
Business term: July 30, 2021 to July 29, 2051
Registered capital: 50 million yuan
Legal representative: Zhou Kang
Unified social credit code 91110115ma04df3u7c
Registered address: 101399, floor 1, building 2, yard 2, Jinsheng street, Daxing District, Beijing
Environmental protection technology promotion services; Undertake exhibition activities; Technology development; Technology transfer; Municipal solid waste business services. (market entities shall independently choose business items within their business scope and carry out business activities according to law; urban domestic waste business services and projects subject to approval according to law shall carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in business activities of projects prohibited and restricted by national and municipal industrial policies.)
(2) Ownership structure
No. shareholder name contribution amount (10000 yuan) shareholding ratio
1 China Environmental Protection Group Co., Ltd. 500000 100%
Total 500000 100%
2. Cecep Shijiazhuang
(1) Basic information
Company name: cecep (Shijiazhuang) environmental protection energy Co., Ltd
Company type other limited liability companies
Date of establishment: July 25, 2003
Business term: July 25, 2003 to July 24, 2023
Registered capital: 178 million yuan
Legal representative: Ma Lijuan
Unified social credit code 911 Dalian Demaishi Precision Technology Co.Ltd(301007) 52423380t
Registered address: douyu Industrial Zone, Luancheng, Shijiazhuang
Domestic waste incineration for power generation; Selling electricity; Heating (operating with the heating operation license); Installation, construction and maintenance services of thermal pipe network; Waste treatment technology consultation, business scope and technology development; Sewage treatment and recycling; Industrial wastewater treatment and recycling; Sludge treatment and technical services; Power equipment maintenance; Collection, transportation and treatment of kitchen waste; Harmless treatment and utilization of solid waste. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(2) Ownership structure
No. shareholder name contribution amount (10000 yuan) shareholding ratio
1 cecep Environmental Technology Co., Ltd. 1441881%
2 Hebei Construction Investment Group Co., Ltd. 338219%
Total 17800100%
3. Cecep Baoding
(1) Basic information
Company name: cecep (Baoding) environmental protection energy Co., Ltd
Company type other limited liability companies
Date of establishment: May 8, 2008
Business term: May 8, 2008 to May 7, 2028
The registered capital is 136.5 million yuan
Legal representative: Liu Shuangyue
Unified social credit code 91130 Sichuan Chuantou Energy Co.Ltd(600674) 683258d
Registered address: South of Dahou village, Suncun Township, Qingyuan District, Baoding City
Incineration of domestic waste and sales of electricity, heat and ash generated; Provide heating services, research and develop waste treatment technology, and provide relevant technical consultation and technical and business services; Collection, transportation and treatment of kitchen waste; Sewage treatment and recycling.
(for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(2) Ownership structure
No. shareholder name contribution amount (10000 yuan) shareholding ratio
1 cecep Environmental Technology Co., Ltd. 1033200 75.69%
2 Hebei Construction Investment Group Co., Ltd. 259350 19.00%
3 Baoding Infrastructure Investment Co., Ltd. 724.50 5.31%
Total 1365000 100%
4. Cecep Qinhuangdao
(1) Basic information
Company name: cecep (Qinhuangdao) environmental protection energy Co., Ltd
Company type other limited liability companies
Date of establishment: May 9, 2008
Business term: May 9, 2008 to May 8, 2038
The registered capital is 134.75 million yuan
Legal representative: Wang Zhenxing
Unified social credit code 91130 Yusys Technologies Co.Ltd(300674) 691645k
Registered address: east side of Liu village, Beihuan Road, Haigang District, Qinhuangdao City
Incineration of domestic waste; Waste heat power generation; Sales of ash; Heating services; Non business scope: installation and maintenance of penstock; Waste treatment technology development, technical consultation and technical services (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(2) Ownership structure
No. shareholder name contribution amount (10000 yuan) shareholding ratio
1 cecep Environmental Technology Co., Ltd. 891500 66.16%
No. shareholder name contribution amount (10000 yuan) shareholding ratio
2 Hebei Construction Investment Group Co., Ltd. 256000 19.00%
3 Qinhuangdao Environmental Resources Development Co., Ltd. 200000 14.84%
Total 1347500 100%
5. Cecep Cangzhou
(1) Basic information
Company name: cecep (Cangzhou) environmental protection energy Co., Ltd
Company type other limited liability companies
Date of establishment: November 19, 2008
Business term: November 19, 2008 to November 18, 2048
The registered capital is 112.44 million yuan
Legal representative: Ma Lijuan
Unified social credit code 911309026813992711
Registered address: South of guguantun village, west side of Jingxi street, Xinhua District, Cangzhou City
Development, production and operation of waste biomass power generation and related products; Heat supply; Urban domestic waste cleaning, collection, transportation and treatment services; The business scope of the kitchen waste department is to store, collect and transport food waste; Processing and sales of non edible vegetable oil; Slag sales; Rental of self owned houses; Leasing of industrial machinery and equipment (for projects subject to approval according to law, business activities can be carried out only with the approval of relevant departments)
(2) Ownership structure
No. shareholder name contribution amount (10000 yuan) shareholding ratio
1 China Environmental Protection Group Co., Ltd. 798324 71%
2 Hebei Construction Investment Group Co., Ltd. 213636 19%
3 Cangzhou construction investment asset operation Co., Ltd. 112440 10%
Total 1124400 100%
Up to now, 71% equity of cecep Cangzhou held by China Environmental Protection Institute has been transferred to environmental technology, and the industrial and commercial change registration procedures are still in the process.
6. Chengde Huanneng thermoelectric Co., Ltd
(1) Basic information
Company name: Chengde Huanneng Thermal Power Co., Ltd
Company type other limited liability companies
Date of establishment: March 7, 2007
Business term: March 7, 2007 to March 6, 2032