Aluminum Corporation Of China Limited entered into a framework agreement to acquire remaining 30.8% stake in Chalco Shandong Co., Ltd. from a group of vendors for CNY 1.2 billion.
For the financial year December 31, 2017, Chalco Shandong reported net profit of CNY 337.2 million. Chalco Shandong reported net assets of CNY 4.6 billion and total assets of 7 billion as at December 31, 2017. The transaction is subject to approval by the independent shareholders of Aluminum Corporation, due diligence, audit and valuation, State-owned Assets Supervision and Administration Commission of the State Council approval, China Securities Regulatory Commission approval and the appraisal results of Chalco Shandong Co., Ltd. being filed with the competent authority. Shareholders meeting of Aluminum Corporation will engage an independent financial advisor to advise the independent board committee and independent shareholders. As on July 30, 2018, the competent authority approved the transaction. The transaction has obtained the principle consent of the State-owned Assets Supervision and Administration Commission of the State Council. The Board of Directors and Board of supervisors of Aluminum Corporation Of China Limited approved the transaction. Shareholders meeting of Aluminum Corporation Of China Limited will held on September 17, 2018 to approve the transaction. As of August 31, 2018, Independent Board Committee of Aluminum Corporation Of China Limited advised shareholders to vote in favor of the transaction. As on September 17, 2018, the transaction has been approved by the shareholders of Aluminum Corporation of China Limited. As on September 28, 2018, China Securities Regulatory Commission's agreed to accept the application materials for administrative permission namely "Acceptance Notice of the Application for Administrative Permission. The transaction has been approved by the Board of Huarong Ruitong Equity Investment Management Co., Ltd., China Pacific Life Insurance Co., Ltd., BOC Financial Asset Investment Co., Ltd., ICBC Financial Asset Investment Co., Ltd. and ABC Financial Asset Investment Co., Ltd. On November 20, 2018, Listed Company Merger and Reorganization Vetting Committee of China Securities Regulatory Commission unconditionally approved the transaction. As of December 18, 2018, Aluminum Corporation Of China Limited received a reply from China Securities Regulatory Commission on approving the acquisition. An independent board committee will be established to provide advice to the independent shareholders for the transaction.
CITIC Securities Company Limited (SHSE:600030) and VBG Capital Limited acted as financial advisors, YANG Yingchuan and LIU Zhuoli of Jiayuan Law acted as the legal advisors and Ernst & Young Hua Ming LLP acted as accountant to Aluminum Corporation. China United Assets Appraisal Group Co., Ltd acted as appraiser in the transaction. Hong Kong Registrars Limited acted as registrar for Aluminum Corporation of China Limited.