(原标题:关于控股股东的股东国有股权无偿划转的提示性公告(英文))
Stock abbreviation: Wazhou B Stock code: 200706 No.: 2024-025
Wafangdian Bearing Company Limited Suggestive Announcement on the free transfer of the shareholder's state-owned equity of the controlling shareholder
The Company and all members of the BOD guarantee that the information disclosed is true, accurate and completed, and that there are no false records, misleading statements or material omissions.
Special note: The free transfer of state-owned equity of the shareholder of the controlling shareholder this time will not lead to any change in the controlling shareholder or actual controller of the listed company. The controlling shareholder of the listed company remains Wafangdian Bearing Group Co., Ltd.(hereinafter referred to as"Wafangdian Bearing Group"), and the actual controller remains Dalian State-owned Assets Supervision and Administration Commission(hereinafter referred to as"Dalian SASAC").
I. Overview of the basic situation On August 23, 2024, Wafangdian Bearing Co., Ltd.(hereinafter referred to as the"Company") received the"Agreement on the Free Transfer of State-owned Equity of Wafangdian Bearing Group Co., Ltd." (hereinafter referred to as the"Agreement") from Dalian Equipment Investment Group Co., Ltd.(hereinafter referred to as"Dalian Equipment Investment"), the parent company of the controlling shareholder of the Company. According to the Agreement, Dalian State-owned Assets Supervision and Administration Commission intends to transfer the 93.2344% equity of Wafangdian Bearing Group held by Dalian Equipment Investment, its wholly-owned grandchild company, to Dalian Heavy Industry and Equipment Manufacturing Group Co., Ltd.(hereinafter referred to as"DHI Group") free of charge, and both parties have signed the Agreement for this free transfer. The effective condition of the agreement is to obtain the approval of Dalian State-owned Assets Supervision and Administration Commission for the free transfer of 93.2344% of the state-owned equity of Wafangdian Bearing Group to DHI Group.
After the completion of the registration of the industrial and commercial change of the equity transfer without compensation, the direct controlling shareholder of Wazhou Group will be changed from Dalian Equipment Investment Group Co., Ltd. to Heavy Industry Equipment Group. After the above changes, the controlling shareholder of the company is still Wazhou Group, because Dalian SASAC indirectly holds 100% of the equity of Heavy industry Equipment Group, so the actual controller is still Dalian SASAC.
II. Changes in ownership structure before and after this change
III. Basic Information of Both Parties Involved in the Equity Transfer of Wafangdian Bearing Group 1.Transferor: Dalian Equipment Investment 1)Name: Dalian Equipment Investment Group Co., Ltd. 2)Person in charge: Xu Wendong 3)Date of establishment: July 17, 2009 4)Main business operations: Project investment and management; entrusted state-owned asset management; enterprise management services; design, manufacturing, installation, maintenance, technical consultation, and technical services for mining, metallurgy, construction, lifting, and steel structure equipment; housing leasing; domestic general trade.
(2) Transferee: DHI Group 1)Name: Dalian Heavy Industry and Equipment Manufacturing Group Co., Ltd. 2)Type: Limited liability company(state-owned) 3)Address: No. 169, Bayi Road, Xigang District, Dalian City, Liaoning Province 4)Legal representative: Meng Wei 5)Date of establishment: December 27, 2001 6)Business term: From December 27, 2001, to December 26, 2051 7)Registered capital: 2.44 billion RMB 8)Unified Social Credit Code: 91210200732769552T 9)Business scope: Design, manufacturing, installation, and commissioning of mechanical equipment; supply of equipment and accessories; manufacturing of metal products and metal structures; manufacturing of tools and dies; metal surface treatment and heat treatment; manufacturing and collaborative processing of electromechanical equipment parts; real estate development; transportation, warehousing, labor services, and personnel training; commercial trade; export business; general contracting of engineering projects; electromechanical equipment leasing and technology development, consultation; computer applications; design, manufacturing, installation, modification, and maintenance of special equipment for lifting machinery; design and manufacturing of pressure vessels(special parts are limited to subordinate enterprises within the scope of permits).
10)Shareholder information: The only shareholder of DHI Group is Dalian Equipment Investment.
IV. Impact on the Listed Company Since DHI Group is also a company actually controlled by Dalian SASAC, this change will not result in any alteration of the actual controller of the company. The change in the shareholder of the controlling shareholder of the company will not affect the corporate governance structure and continuous operation of the company. All parties will strictly abide by various legal provisions, fulfill their obligations of information disclosure, maintain the independence of the company, and create greater value for all shareholders.
V. Documents for Reference 1."Agreement on the Free Transfer of State-owned Equity of Wafangdian Bearing Group Co., Ltd." signed by Dalian Equipment Investment and DHI Group.