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中国粮投拟美股上市 中国证监会要求补充说明业务经营是否涉及外商投资限制或禁止领域等情况

China Grain Investment plans to go public on the US stock market. The China Securities Regulatory Commission requires supplementary explanations regarding whether the Business Operation involves any areas of foreign investment restrictions or prohibitions

Zhitong Finance ·  Mar 21 12:01

China Grain Investment Group Co., Ltd. is an Agriculture enterprise that integrates the research and development, production, and sales of food Biotechnology and health products.

According to Zhitong Finance APP, on March 21, the China Securities Regulatory Commission published the "Public Notice on the Requirements for Supplementary Materials for Overseas Issuance and Listing (March 14, 2025 - March 20, 2025)", the International Department of the CSRC issued supplementary material requirements for 18 enterprises. The public notice mentioned that China Grain Investment is required to supplement the explanation regarding whether its Business Operation involves foreign investment restrictions or prohibitions. Information shows that on October 2, 2024, China Grain Investment Group Co., Ltd. and its subsidiary Rosey Sea Holdings Limited signed a merger agreement with the SPAC company Iron Horse Acquisitions Corp. (IROH) to go public in the USA Nasdaq through a SPAC reverse merger.

The CSRC requests the company to supplement the following matters and asks lawyers to verify and provide clear legal opinions:

1. Compliance of the company's equity control structure, including but not limited to the specific situation of various domestic natural persons and foreign investment enterprises involved in building and returning investments regarding foreign exchange management, overseas investment, foreign investment, and other regulatory procedures, whether it complies with the "Regulations on Foreign Investors Merging Domestic Enterprises."

2. Company's compliance operation situation: (1) Whether the Business Operation involves foreign investment restrictions or prohibited areas, whether necessary qualifications and permits have been obtained. (2) Reasons for the average daily patent authorization of domestic operating entities being prior to the establishment date. (3) Basic situation of distributors, actual operational situation, and compliance of the distributor model. (4) List and detail the specific circumstances of major contracts, including purchasing contracts and sales contracts, such as parties, contract amounts, performance status, etc.

3. The company's tax declaration and payment situation regarding the merger transaction with IROH according to the "Announcement on Certain Issues of Corporate Income Tax for Non-Resident Indirect Transfer of Property."

China Grain Investment Group Co., Ltd., as an Agriculture enterprise that integrates the research and development, production, and sales of food Biotechnology and health products, advocates a green and healthy Consumer philosophy, aiming to become a leading online and offline health food sales group in Asia and internationally.

The translation is provided by third-party software.


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