Securities code: 003002 securities abbreviation: Shanxi Huhua Group Co.Ltd(003002) Announcement No.: 2022-008 Shanxi Huhua Group Co.Ltd(003002)
Pre disclosure announcement on the reduction of shares held by some directors and supervisors
Director Zhang Zhibing and supervisor Duan Linqing of the company guarantee that the information provided to the company is true, accurate and complete, and there are no false records, misleading statements or major omissions.
The company and all members of the board of directors guarantee that the contents of the announcement are consistent with the information provided by the information disclosure obligor.
Special note: Zhang Zhibing, the director of the company, holds 210000 shares of the company (accounting for 0.1050% of the total share capital of the company). He plans to reduce the total shares of the company by means of centralized bidding trading within 6 months after 15 trading days from the date of disclosure of this announcement (no reduction in the window period), accounting for 0.02625% of the total share capital of the company.
Duan Linqing, the supervisor of the company, holds 54100 shares of the company (accounting for 0.02705% of the total share capital of the company). He plans to reduce the total shares of the company by means of centralized bidding transaction within 6 months after 15 trading days from the date of disclosure of this announcement (no reduction in the window period), accounting for 0.0067625% of the total share capital of the company. Shanxi Huhua Group Co.Ltd(003002) (hereinafter referred to as "the company") recently received the notification letter on share reduction plan issued by Zhang Zhibing and Duan Linqing, and now the specific situation is announced as follows:
1、 Basic information of the reducing entity
As of this announcement, the total number of shares held by the company with unlimited sales and limited sales and circulation, the number of shares held on the date of disclosure, the proportion of share capital, the number of shares (shares) and the number of shares (shares) (shares)
Zhang Zhibing director 210000 0.1050% 52500 157500
Duan Linqing supervisor 54100 0.02705% 13525 40575
2、 Main contents of this reduction plan
Number of shares to be reduced in the total shares of the company
(share) price reason of this proportion method
0.02625% of Zhang Zhibing's 52500 shares are all the needs of the company after the date of share exchange obtained with fixed funds 15 months before the date when the trading price of the first public disclosure of the shareholder company of the centralized competitive market in this announcement is confirmed Within 6 months
Duan Linqing 13525 0.0067625% company for the first time
public offering
Obtained before
Shares are
54,000
Shares, secondary city
Self purchase
100 shares
During the period of the reduction plan, the company has share changes such as share distribution, share allotment and conversion of capital reserve into share capital, and the number of shares reduced above will be adjusted accordingly.
3、 Commitments and performance of shareholders to be reduced this time
Shareholder Zhang Zhibing promised in the IPO announcement:
Commitment on share locking:
"1. Within 12 months from the date when the company's shares are listed and traded on the stock exchange, the company shall not transfer or entrust others to manage the company's shares directly and indirectly held by itself, nor shall the company repurchase the company's shares directly and indirectly held by itself.
2. After the expiration of the lock up period (including the extended lock up period) of the issuer's shares held by me, during the period of serving as the issuer's director / Supervisor / Senior Manager, the annual transfer of the issuer's shares shall not exceed 25% of the total number of issuer's shares directly held by me; Do not transfer the shares of the issuer directly held by me within half a year after my resignation, and sell the shares of the issuer through listing and trading in the stock exchange within 12 months after six months after I declare my resignation. The proportion of the number of shares of the issuer in the total number of shares of the issuer held by me shall not exceed 50%. "
Zhang Zhibing further promises:
"Within 2 years after the expiration of the lock up period of the issuer's shares, if I directly or indirectly reduce the issuer's shares, the reduction price shall not be lower than the issuance price of the issuer's shares at the time of this issuance and listing (hereinafter referred to as the issuance price); if the closing price of the issuer's shares for 20 consecutive trading days is lower than the issuance price within 6 months after the issuer's listing, or at the end of 6 months after listing (March 22, 2021) if the closing price is lower than the issue price, the lock up period of the issuer's shares directly or indirectly held by me will be automatically extended for 6 months. If the issuer has ex right and ex interest matters such as dividend distribution, share distribution and conversion of capital reserve into share capital after this issuance and listing, the issue price shall be ex right and ex interest. "
The commitments made by shareholder Zhang Zhibing in the prospectus of initial public offering are consistent with those made in the listing announcement of initial public offering.
Shareholder Duan Linqing promised in the IPO announcement:
Commitment on share locking:
"Within 12 months from the date when the company's shares are listed and traded on the stock exchange, the company shall not transfer or entrust others to manage the company's shares directly and indirectly held by itself, nor shall the company repurchase the company's shares directly and indirectly held by itself."
The commitments made by shareholder Duan Linqing in the prospectus of initial public offering are consistent with those made in the listing announcement of initial public offering.
As of the date of disclosure of this announcement, Zhang Zhibing and Duan Linqing have strictly complied with the above commitments and the provisions on the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies, the detailed rules for the implementation of the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange and the provisions of other laws and regulations on the reduction of shares, and have not violated the above commitments Relevant intention.
4、 Relevant risk tips and other instructions
1. The reduction of the above-mentioned shareholders will strictly comply with the relevant provisions of the securities law, several provisions on the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies, and the detailed rules for the implementation of the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen stock exchange.
2. The above shareholders are not the controlling shareholders and actual controllers of the company. The share reduction plan will not have a significant impact on the company's governance structure, equity structure and future sustainable operation, nor will it lead to the change of the company's control.
3. The above shareholders will decide whether and how to implement the share reduction plan in combination with market conditions, share price performance and relevant regulations. There is uncertainty in the actual reduction quantity and price. 4. The company will urge the above-mentioned shareholders to strictly abide by the provisions of relevant laws and regulations, reduce their shares and timely fulfill the obligation of information disclosure.
5、 Documents for future reference
Notification letter on share reduction plan issued by Zhang Zhibing and Duan Linqing respectively.
It is hereby announced.
Shanxi Huhua Group Co.Ltd(003002) board of directors
January 28, 2022
