301148SZSE
🚨 Material Event

Draft Report on Issuance of Shares for Asset Acquisition and Fundraising by Xiamen Jiarong Technology Co., Ltd.

Jiarong Technology Co., Ltd.··645 pages

✨ AI Summary

Xiamen Jiarong Technology Co., Ltd. plans to issue shares to acquire 100% of Hangzhou Lanran Technology Co., Ltd. and raise CNY 100 million in supporting funds. The total transaction price is CNY 135,044.29 million. This transaction is subject to shareholder approval and regulatory review, and will result in Hangzhou Lanran becoming a wholly-owned subsidiary of Jiarong Technology.

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Full Translation

AI Translation· azure_openai

Xiamen Jiarong Technology Co., Ltd. Draft Report on Issuance of Shares for Asset Acquisition and Fundraising

1. Company Declaration

The company and all directors and senior management guarantee that the content of this report and its summary is true, accurate, and complete, ensuring there are no false records, misleading statements, or significant omissions. They bear individual and joint legal responsibility for the authenticity, accuracy, and completeness of the content. Major shareholders, all directors, and senior management commit that if any information disclosed or provided in this transaction is suspected of false records, misleading statements, or significant omissions, and is investigated by judicial authorities or the China Securities Regulatory Commission (CSRC), they will not transfer their shares in the company until the investigation conclusion is reached. They will submit a written application to suspend the transfer of shares within two trading days of receiving the investigation notice. If the application is not submitted within this timeframe, they authorize the board of directors to verify and directly report their identity and account information to the stock exchange and securities registration and settlement agency for locking. If the investigation concludes that there are illegal activities, they commit to lock their shares for compensation arrangements for relevant investors. The matters described in this report do not represent any substantive judgment or guarantee of the investment value or returns of the company's stock by the CSRC or the Shenzhen Stock Exchange (SZSE). The effectiveness and completion of this transaction are subject to approval by the company's shareholders and review by the SZSE and registration approval by the CSRC. The matters described in this report do not represent any substantive judgment, confirmation, or approval by the CSRC or SZSE regarding this major asset restructuring. After the completion of this transaction, the company will be responsible for changes in operations and earnings, and investors will bear the investment risks arising from this transaction. Investors should carefully consider the risk factors disclosed in this report when evaluating the company's major asset restructuring. If investors have any questions about this report, they should consult their stockbroker, lawyer, professional accountant, or other professional advisors.

2. Counterparty Declaration

The counterparties to this transaction have issued a commitment letter to provide relevant information in a timely manner and guarantee that the explanations, commitments, and information provided for this transaction are true, accurate, and complete, with no false records, misleading statements, or significant omissions. If any losses are caused to the company or investors due to false records, misleading statements, or significant omissions, they will bear corresponding legal responsibilities. The counterparties to this restructuring commit that if any information disclosed or provided for this transaction is suspected of false records, misleading statements, or significant omissions, and is investigated by judicial authorities or the CSRC, they will suspend the transfer of their shares in the company until the investigation conclusion is reached.

3. Declaration of Relevant Securities Service Institutions and Personnel

The securities service institutions and their personnel involved in this transaction agree to reference the relevant contents of the documents issued by the securities service institutions in this restructuring report and its summary, confirming that this report and its summary do not contain false records, misleading statements, or significant omissions due to such references, and they bear corresponding legal responsibilities for their authenticity, accuracy, and completeness.

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