On 21 December 2021, China National Complete Plant Import & Export Corporation Limited (the "Listco"), via its designated wholly-owned subsidiary in Hong Kong SAR, purchased from a wholly-owned Hong Kong SAR subsidiary of China National Complete Plant Import & Export Group Corporation Limited (the "Complant Group") 30% of its shareholding in Tialoc Singapore Pte. Ltd. for a consideration of RMB378.9 million, and obtained the voting rights of its remaining shareholding by way of an entrustment arrangement. The purpose of this project is to enhance the profitability of the Listco, maximize shareholders’ interests, achieve the strategic transformation of the Listco into the environmental protection industry, and further strengthen the competitive advantage of the company.
The Listco was founded by the Complant Group as a joint stock company limited by shares, was incorporated in March 1999, and was listed on the Shenzhen Stock Exchange in September 2000. The Listco is primarily engaged in the export of complete equipment sets, as well as project contracting, general trade business and overseas industrial business.
With the approval by the then Chinese Premier Zhou Enlai, the Complant Group was jointly established and administrated by the Ministry of Foreign Trade and the First Ministry of Machinery Industry in November 1959. In 2009, following approval by the State Council, the Complant Group was integrated into the State Development and Investment Corporation as its wholly-owned subsidiary. The Complant Group is primarily engaged in international contracting projects, which encompasses overseas investments, international trade, export of labour services and training on international integrated business systems.
Founded in 2001 in Germany and now headquartered in Singapore, the Tialoc Group has subsidiaries in South East Asia and China, and is primarily engaged in main contracting for projects, environmental technology and composite materials.
The environmental protection industry is a core area of concern and development in China in recent years, particularly in terms of energy structure transformation, urban environmental infrastructure construction, ecological management of watersheds, and recycling of renewable resources, all of which are key areas of focus in environmental protection works during the 14th Five-Year Plan period. The successful completion of this transaction will enable the Listco to amass professional expertise in specialized sectors in the environmental protection industry, and take its first step in business transformation towards the area of environmental protection.
As lead counsel in the transaction, KWM managed and coordinated the entire transaction, including providing capital market related legal services for the major asset purchase and connected transaction, conducting and coordinating due diligence across many countries, preparing and negotiating the transaction documents, and assisting the client and other parties with the successful signing and closing of the transaction.
The lead partner of the transaction is Yong Kaichang, and the responsible partners are Zhao Jingchuan, Jiao Fugang, Wang Ningyuan, Zhang Yanan, Molly Su, Su Chang and Li Zhenghao.
