Securities code: 600916 securities abbreviation: China National Gold Group Gold Jewellery Co.Ltd(600916) Announcement No.: 2022-010
China National Gold Group Gold Jewellery Co.Ltd(600916)
Announcement on the plan of centralized competitive reduction of shares by shareholders holding more than 5%
The board of directors, all directors and relevant shareholders of the company guarantee that there are no false records
Misleading statements or major omissions, and assume individual and joint responsibility for the authenticity, accuracy and completeness of their contents
Take responsibility.
Important content tips:
Basic information of shareholding of major shareholders: as of the disclosure date of this announcement, Citic Securities Company Limited(600030) Investment Co., Ltd
(hereinafter referred to as " Citic Securities Company Limited(600030) investment") holds China National Gold Group Gold Jewellery Co.Ltd(600916) Group Gold Jewelry Co., Ltd
The company (hereinafter referred to as "the company") has 104700000 shares, accounting for about 6.23% of the total share capital of the company.
The main contents of the centralized bidding reduction plan: through the internal decision of Citic Securities Company Limited(600030) investment, Citic Securities Company Limited(600030)
The investment is planned from March 2, 2022 to May 31, 2022 in the form of centralized bidding
The reduction of the company's shares shall not exceed 16.8 million shares, and the reduction proportion shall not exceed 1% of the company's total share capital,
The reduction price shall be determined according to the market price. If the company has shares and capital reserve during the planned reduction period
For changes in shares such as conversion of share capital, the above reduction amount will be adjusted accordingly.
1、 Basic information of the main body of centralized bidding reduction
Shareholder name shareholder identity shareholding number (shares) shareholding proportion current shareholding source
More than 5% of Citic Securities Company Limited(600030) investment is not obtained before IPO:
104,700,000 6.23%
104700000 shares as a major shareholder of the company
The above reduction subjects have no concerted action.
Since the listing of Citic Securities Company Limited(600030) investment, it has not reduced its shares.
2、 Main contents of centralized bidding reduction plan
Name of the proposed reduction of shares held by the original trading party
Quantity (share) holding proportion type holding period price share source
section
Citic Securities Company Limited(600030) investment no more than: no more than: bidding for 2022 / 3 / 2 ~ according to the company's 16.8 million 1% 2022 / 5 / 31 price required to obtain its own funds before IPO
Easy reduction of shares
Hold on, No
exceed:
16,800
, 000 shares
Citic Securities Company Limited(600030) investment will make appropriate reduction arrangements according to market conditions. If the company has
For share changes such as share distribution and conversion of capital reserve into share capital, the above reduction amount will be adjusted accordingly.
（1） Whether the relevant shareholders have other arrangements □ yes √ no
（2） Major shareholders and directors, supervisors and senior executives had previously made comments on the shareholding ratio, shareholding quantity, shareholding period, reduction method and reduction
Quantity, reduction price, etc. √ yes □ no
(1) Commitment of shareholders to voluntarily lock up shares before issuance:
"1. The company (enterprise) shall not transfer or entrust within 12 months from the date of listing of the issuer's shares
It is also unnecessary for others to manage the shares directly or indirectly held by the company (enterprise) that have been issued before this issuance and listing
The issuer repurchases such shares directly or indirectly held by the company (enterprise).
2. If the company fails to fulfill the above commitments to sell shares, the company (enterprise) will sell the part of the proceeds from the sale of shares
The proceeds (if any) of the company shall be turned over to the issuer.
3. If the regulatory authorities or relevant laws and regulations have other provisions or further restrictions on the circulation of shares
The company (enterprise) guarantees that it will comply with the corresponding locking requirements. "
(2) Shareholding intention and reduction intention of shareholders holding more than 5% Citic Securities Company Limited(600030) Investment:
"1. The company (enterprise) will, in accordance with the requirements of the sales restriction period specified in various commitments issued by the company,
And strictly abide by the relevant provisions of laws and regulations, and do not reduce the shares of the issuer within the sales restriction period.
2. Within two years after the expiration of the sales restriction period, the company (enterprise) will choose centralized competition according to its own needs
Reduce holdings in the manner prescribed by laws and regulations such as price trading, block trading and agreement transfer;
3. The company (enterprise) will timely and fully perform the information disclosure obligation of share reduction in accordance with relevant laws and regulations, rules and regulations of the CSRC, normative documents and rules of the stock exchange. If the company (enterprise) plans to reduce its shares through centralized bidding trading at the stock exchange, it shall disclose the reduction plan in advance 15 trading days before the first sale. The contents of the reduction plan include but are not limited to: the number of shares to be reduced, the source, the reduction time interval, the method, the price interval and the reasons for the reduction. When the company reduces its holdings, it shall make an announcement three trading days in advance.
4. The company (enterprise) will abide by the relevant provisions of the CSRC on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies and the implementation rules for the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies on the Shanghai Stock Exchange.
For all the above commitments, if the company (enterprise) has the latest provisions on matters related to share reduction in the relevant laws, regulations, rules of the CSRC, normative documents and rules of the stock exchange when reducing the shares of the issuer, the company will strictly abide by these provisions.
If the company (enterprise) fails to fulfill the above commitments, the proceeds from reducing the shares of the issuer shall be owned by the issuer. " Whether the proposed reduction is consistent with the previously disclosed commitments √ yes □ no
3、 Risk tips related to the centralized bidding reduction plan (I) uncertainty risk of the implementation of the reduction plan
This reduction plan is the reduction of Citic Securities Company Limited(600030) investment according to its own capital needs. This reduction plan will not have a significant impact on the corporate governance structure and sustainable operation. During the reduction period, Citic Securities Company Limited(600030) investment will choose whether and how to implement the reduction plan according to market conditions, company stock price and other factors. The quantity and price of reduction are uncertain. （2） Whether the implementation of the share reduction plan may lead to the risk of change in the control of the listed company □ yes √ no (III) other risk tips
During the above-mentioned planned reduction period, Citic Securities Company Limited(600030) investment will strictly abide by the securities law of the people's Republic of China, the detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of listed companies on Shanghai Stock Exchange and other relevant laws, regulations and requirements of corresponding commitments, and fulfill the obligation of information disclosure in time.
The reduction plan complies with the securities law of the people's Republic of China, several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies, detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of listed companies on Shanghai Stock Exchange and other laws and regulations, departmental rules, normative documents and other relevant provisions; Relevant shareholders will reduce their holdings in strict accordance with laws, regulations and relevant regulatory requirements, and the company and relevant shareholders will timely perform the obligation of information disclosure.
It is hereby announced.
China National Gold Group Gold Jewellery Co.Ltd(600916) board of directors February 8, 2022
