Special Verification Opinion
Shenzhen Stock Exchange: The absorption merger of Longyuan Power Group Co., Ltd. with Pingzhuang Energy Co., Ltd. and the significant asset sale and cash purchase of assets have been approved by the China Securities Regulatory Commission on December 8, 2021. Following this approval, Pingzhuang Energy intends to announce related notices regarding the continuous suspension of its stock until delisting, the implementation of the absorption merger, and the cash option for dissenting shareholders.
I. Approvals and Authorizations Obtained for This Transaction
- Internal Review Procedures of the Merging Parties
- On July 23, 2021, Longyuan Power held its third extraordinary general meeting of shareholders in 2021, where it approved the board's proposal regarding the issuance of A-shares for the absorption merger with Pingzhuang Energy and the significant asset sale.
- On July 23, 2021, Pingzhuang Energy held its first extraordinary general meeting of shareholders in 2021, where it approved the board's proposal confirming compliance with relevant laws and regulations regarding the merger and asset sale.