Board of directors of Jinan Chengdu Hi-Tech Development Co.Ltd(000628) Co., Ltd
Explanation on the compliance of this major asset reorganization with Article 4 of the provisions on Several Issues concerning the regulation of major asset reorganization of listed companies
Jinan Chengdu Hi-Tech Development Co.Ltd(000628) Co., Ltd. (hereinafter referred to as " Jinan High-Tech Development Co.Ltd(600807) " or "the company") plans to transfer 100% of the equity of nqm gold 2 Pty Ltd held by its subsidiary CQT holdings Pty Limited to Shandong Yulong Gold Co.Ltd(601028) subsidiary yurain gold Pty Ltd (hereinafter referred to as "the transaction"), which constitutes a major asset restructuring.
The board of directors of the company compared and demonstrated whether the transaction met the provisions of Article 4 of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies one by one, as follows:
1. The underlying asset of this transaction is equity, which does not involve project approval, environmental protection, industry access, land use, planning, construction and other related matters; The relevant approval matters involved in this transaction have been disclosed in detail in the report on the sale of major assets and related party transactions of Jinan Chengdu Hi-Tech Development Co.Ltd(000628) Co., Ltd. (Draft), as well as the situations that need to be submitted for approval, and special tips have been given to the risks that may not be approved;
2. Where the sale of major assets does not involve the purchase of assets or enterprise equity, the provisions of paragraphs 2 and 3 of Article 4 of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies shall not apply. 3. This transaction will help listed companies reduce the scale of liabilities, optimize the asset structure, save capital and interest expenses, reduce operating pressure, and enhance their anti risk ability; This transaction is conducive to the listed company to focus on its main business, make rational use of the funds obtained from the transaction and enhance its sustainable profitability. The controlling shareholders of the listed company have made relevant commitments to avoid horizontal competition and regulate related party transactions, which will not affect the independence of the company. It is hereby explained.
Jinan Chengdu Hi-Tech Development Co.Ltd(000628) Co., Ltd
Board of directors
May 20, 2022