The development strategy for the 11th Five-Year Plan and the next period is to stress structural adjustment, pay attention to independent innovation, build fine steel, make Laigang's characteristics and build a first-class strong enterprise. Specifically, it is to build its own advantages around the construction and machinery manufacturing industries, highlight its characteristics, produce high-quality products, create first-class, and gradually develop into a leading enterprise of high-end steel products, and become a strong steel enterprise with outstanding enterprise scale, competitiveness and return on investment. The key work in the coming period mainly includes the following aspects: First, continue to implement strategic structural adjustment. Actively adjust and optimize the product structure according to market demand, and strive to build well-known brands such as H-beam, strip steel and excellent steel to improve market competitiveness; Continue to adjust the industrial structure and complete the reorganization of the main and auxiliary industries as soon as possible; Continue to adjust and optimize the organizational structure, further promote the integrated operation of production, marketing and research, and build a market-oriented enterprise as soon as possible. The second is to vigorously promote technological innovation and increase the proportion of "double high" products. Continuously improve and strengthen Laigang's technical support system, improve the level of technology research and development, and at the same time spend more than 300 million yuan to build a high-level technology research and development center, greatly improving Laigang's independent innovation ability. Third, vigorously develop circular economy and further promote energy conservation and emission reduction. Focus on improving the "four functions" (steel product manufacturing function, energy conversion function, internal waste digestion function, social waste disposal function); Relying on "four supports (management innovation, technological innovation, process optimization and policy support)"; Establish "four cycles (iron resources recycling, secondary energy recycling, solid waste recycling, water resources recycling)"; Realize "four improvements (economic benefit, product level, resource and energy utilization efficiency and environmental quality level)", and strive to build Laigang into a first-class iron and steel enterprise with resource saving, clean production, environmental friendliness and sustainable development. Fourth, strive to improve the management level. Introduce excellent performance management mode, strengthen information construction, gradually create conditions for the implementation of ERP, and further improve the management efficiency and level of Laigang.
Jigang absorbs and merges Laigang shares Laigang shares will be delisted. Laigang, a listed company, is the holding company of Laiwu Iron and Steel Group Co., Ltd. Recently, the shareholders' meeting of Jigang and Laigang passed the agreement that Jigang absorbed and merged Laigang shares.
Jinan Daily News (trainee reporter Soso) Yesterday, Jinan Iron and Steel and Laigang Co., Ltd. respectively announced that they had held a general meeting of shareholders and passed the share swap and merger agreement of Jigang Laigang with a high vote. This indicates that the merger of Jigang and Laigang was finally passed after several twists and turns and several drafts of the reorganization plan.
On 2011may 18, Jigang co., ltd. announced the resolution of the first extraordinary shareholders' meeting in 2010, and deliberated and passed the Proposal on Share Swapping of Jigang and the Proposal on Signing and Implementing the Share Swapping and Merger Agreement with Laigang Co., Ltd. Laigang Co., Ltd. also issued the announcement of the resolution of the first extraordinary shareholders' meeting in 201/,and deliberated and passed the Proposal on Jinan Iron and Steel Co., Ltd. Share Exchange to Absorb and Merge Laigang Shares and Related Transactions, and the Proposal on Signing the Absorption and Merger Agreement with Jinan Iron and Steel Co., Ltd. The reporter noted that the shareholders' meetings of the two companies passed the relevant proposals with a high vote of over 90%, which means that the merger of Jigang Laigang has finally been recognized by shareholders after three restructuring plans, and it also marks that after years of efforts, the integration of Shandong Iron and Steel has finally taken a substantial step.
In fact, this is indeed a hard-won victory of the merger of "Two Steels". The merger and reorganization plan of Jigang Laigang has been drafted several times. 20 10 On February 24th, Jinan Iron and Steel Co., Ltd. and Laigang Co., Ltd. respectively issued the Announcement on Share Exchange, Absorption and Merger, Share Issuance, Asset Purchase and Related Transactions of Jinan Iron and Steel Co., Ltd., which started the reorganization and merger of "Two Steels". According to this plan, Jigang intends to absorb and merge Laigang shares by way of share exchange. After the transaction is completed, Laiwu Steel will cancel its legal person status, and its assets, liabilities, rights and interests, business and personnel will all be merged into Jigang. Through restructuring, Shangang Group will take Jigang as a platform to realize the overall listing of its main business; After the reorganization, Jinan Iron and Steel Co., Ltd., as the only listed company under Shangang Group, will be renamed.
However, this plan also mentioned that "there is uncertainty about whether this major asset restructuring plan can be implemented smoothly". According to this plan, if the two listed companies fail to issue the notice of convening the shareholders' meeting within six months after the announcement of the resolution of the first board meeting to consider this major asset reorganization, the two listed companies will reconvene the board meeting to consider this major asset reorganization, and take the announcement date of the new board resolution as the pricing benchmark date for the share exchange price, cash option price and issued share price, and recalculate the relevant share exchange price, share exchange ratio, cash option price and issued share price.
20 10 12 13, Jinan iron and steel co., ltd. and Laiwu steel co., ltd. announced the reorganization plan for the second time. 654381October 3, Laiwu Steel announced that the first extraordinary shareholders' meeting of 20 10 held on February 30, 20 10 rejected the Proposal on Jinan Iron and Steel Company's Share Exchange, Absorption and Merger and Related Transactions and the Proposal on Signing an Absorption and Merger Agreement with Jinan Iron and Steel Company.
On 2011April 12, Jinan Iron and Steel Co., Ltd. and Laigang Co., Ltd. respectively issued the third reorganization plan. According to this restructuring plan, Jigang absorbed and merged Laigang shares by way of share exchange, and each share held by shareholders of Laigang shares can be exchanged for 2.43 shares of Jigang; After the merger, Laiwu Steel will terminate its listing and cancel its legal person status. As a surviving company after the merger, Jigang will inherit all the assets, liabilities, business, personnel and all other rights and obligations of Laigang. Jigang issued 337,394,38+0,000 shares to Jigang Group to purchase assets, with an estimated value of 654,38+0,438+0, 850 yuan; Jigang issued 624,794,600 shares to Laigang Group to purchase assets, with an estimated value of 236,765,438+044,438+0 million yuan.
It is understood that if the original shareholders of the two companies are unwilling to participate in this restructuring, they can exercise the cash option: sell their shares to Shangang Group and Shandong State-owned Company at a unified price. Among them, the cash option price of shareholders in Jigang is 3.44 yuan, and that of shareholders in Laigang is 7. 18 yuan.
The reporter noted that the announcement of Jigang mentioned that the "Proposal on Renaming the Company to Shandong Iron and Steel Co., Ltd." was reviewed and approved, and the transformation of Jigang into Shangang may mean that the pace of integration of Shandong Iron and Steel will be further accelerated.