Securities Code: 000527
Securities Abbreviation: Midea Electric
Announcement Number: 2013-058
Guangdong Midea Electric Appliances Co., Ltd. Announcement on Midea Group Co., Ltd.'s Share Issuance to Absorb and Merge with the Company
The Board of Directors and all directors of the company guarantee that the announcement content does not contain false records, misleading statements, or major omissions, and bear individual and joint responsibility for the authenticity, accuracy, and completeness of its content.
Important Notice
- The application for Midea Group Co., Ltd. (referred to as "Midea Group") to issue shares to absorb and merge with Guangdong Midea Electric Appliances Co., Ltd. (referred to as "Midea Electric" or "the Company") has been approved by the China Securities Regulatory Commission with approval number [2013] 1014.
- The company's stock (stock code: 000527) has been continuously suspended since August 15, 2013, and will be delisted from the Shenzhen Stock Exchange on September 18, 2013. After the close of trading on the share conversion registration date (September 17, 2013), Midea Electric's shares will be converted into Midea Group's A-shares and will be listed and traded on the Shenzhen Stock Exchange on September 18, 2013.
- Midea Group, as the absorbing party and the party implementing the share conversion, will convert the shares held by investors in Midea Electric into shares of Midea Group through a securities conversion method. "Securities conversion" refers to the conversion of shares held by investors in Midea Electric into the corresponding number of shares of Midea Group according to the conversion ratio determined by the share absorption and merger plan. After the completion of the securities conversion, Midea Group will handle the initial registration for listing with the Shenzhen branch of China Securities Depository and Clearing Corporation Limited (hereinafter referred to as "China Clearing Shenzhen Branch").
- After the close of trading on the share conversion registration date (September 17, 2013), if investors have submitted the company's stock as collateral for margin trading, the Midea Electric shares serving as collateral will be converted into Midea Group shares after the securities conversion.
- Investors engaged in repurchase agreements with Midea Electric should promptly handle early repurchase procedures before the close of trading on the share conversion registration date. After the close of trading on the share conversion registration date, if there are still outstanding repurchase agreements for Midea Electric shares, the relevant securities companies must promptly contact China Clearing Shenzhen Branch to handle related matters. Any losses caused by failure to contact China Clearing Shenzhen Branch in a timely manner will be borne by the parties involved in the repurchase agreement, and China Clearing Shenzhen Branch will not bear any responsibility.
- For Midea Electric shares that have been pledged, have other third-party rights, or have been judicially frozen, such shares will be converted into shares issued by Midea Group after the securities conversion, and the original pledges, third-party rights, or judicial freezes on Midea Electric shares will continue to be valid on the corresponding shares of Midea Group.
- After the delisting of Midea Electric's stock, Midea Group will be responsible for distributing any cash dividends that original Midea Electric investors have not received prior to delisting.
- According to the notice issued by the Ministry of Finance, the State Administration of Taxation, and the China Securities Regulatory Commission regarding the implementation of differentiated personal income tax policies for dividends from listed companies (Cai Shui [2012] No. 85), individuals who obtain shares of listed companies from public offerings and transfer markets will have their dividend income taxed based on the holding period. The tax rate applicable to the aforementioned income is uniformly set at 20%.