本次交易尚需海通证券和国泰君安的股东大会审议，并获得上海市国有资产监督管理委员会、中国证券监督管理委员会、上海证券交易所、香港联合交易所等批准或核准。Haitong UT (01905) announced that Haitong UT International Financial Leasing Co., Ltd. (hereinafter referred to as the "Company")...
According to the announcement, GTJA Securities Co., Ltd. (hereinafter referred to as "GTJA") will merge with Haitong Securities through a share swap, with GTJA issuing A shares to all A-shareholders of Haitong Securities, issuing H shares to all H-shareholders of Haitong Securities. The A shares to be issued will apply for listing on the Shanghai Exchange for trading, the H shares to be issued will apply for listing on the Hong Kong Exchange for trading, Haitong Securities' A shares and H shares will be correspondingly canceled, and Haitong Securities will also be delisted; from the delivery date of this merger, the surviving company will inherit all the assets, liabilities, business, personnel, contracts, qualifications, and all other rights and obligations of Haitong Securities; after the delivery date, GTJA will handle the industrial and commercial change registration procedures related to the company name, registered capital, etc., and Haitong Securities will cancel its legal personality. Consequently, the indirect controlling shareholder of the company will change from Haitong Securities to the surviving company.
Based on the above announcement, GTJA will merge with Haitong Securities by way of share swap, that is, GTJA will issue GTJA A shares to all A-shareholders of Haitong Securities, GTJA H shares to all H-shareholders of Haitong Securities, the A shares to be issued will apply for listing on the Shanghai Exchange, and the H shares to be issued will apply for listing on the Hong Kong Exchange. The A shares and H shares of Haitong Securities will be correspondingly canceled, and Haitong Securities will be delisted. From the delivery date of this merger, the surviving company will inherit all assets, liabilities, business, personnel, contracts, qualifications, and all other rights and obligations of Haitong Securities. After the delivery date, GTJA will process the industrial and commercial changes including company name and registered capital, while Haitong Securities will cancel its legal status. Therefore, the indirect controlling shareholder of the company will change from Haitong Securities to the surviving company.
This transaction still requires approval from the shareholders' meetings of Haitong Securities and GTJA, as well as approval or authorization from the Shanghai State-owned Assets Supervision and Administration Commission, China Securities Regulatory Commission, Shanghai Stock Exchange, Hong Kong Stock Exchange, etc.
The above matters are not expected to have a significant adverse impact on the company's operations, credit status, or debt repayment capabilities. The company will fulfill its disclosure obligations in a timely manner in accordance with relevant regulations and agreements.
