Securities code: 688520 securities abbreviation: Sinocelltech Group Limited(688520) Announcement No.: 2022-004 Sinocelltech Group Limited(688520)
Resolution on extending the validity of the company’s issuance of shares to specific objects
And announcement of the validity period of relevant authorization
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Sinocelltech Group Limited(688520) (hereinafter referred to as “the company”) held the 16th meeting of the first board of directors and the 14th meeting of the first board of supervisors on January 22, 2021, deliberated and approved the relevant proposals on the company’s issuance of A-Shares to specific objects in 2021 (hereinafter referred to as “the issuance”), and held the first extraordinary general meeting of shareholders in 2021 on February 9, 2021, The relevant issues of this issuance of the company were reviewed and approved. On August 16, 2021, the company held the 19th meeting of the first board of directors and the 17th meeting of the first board of supervisors, deliberated and adopted the proposal on adjusting the company’s plan for issuing A-Shares to specific objects in 2021 and other relevant proposals, and adjusted the issuance plan.
According to the proposal on the company’s plan for issuing A-Shares to specific objects in 2021 and the proposal on requesting the general meeting of shareholders to authorize the board of directors and its authorized persons to fully handle the specific matters of issuing A-Shares to specific objects, which were deliberated and adopted at the first extraordinary general meeting of shareholders in 2021 held on February 9, 2021, The validity period of the company’s issuance resolution and the validity period of the shareholders’ meeting authorizing the board of directors and its authorized persons to fully handle the specific matters of the issuance are 12 months from the date of deliberation and adoption at the first extraordinary shareholders’ meeting in 2021, and the validity period of the above resolution and relevant authorization will expire.
On November 23, 2021, the company has received the reply on approving Sinocelltech Group Limited(688520) to issue shares to specific objects for registration (zjxk [2021] No. 3634) issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”), which is valid for 12 months from the date of consent to registration. At present, the issuance has not been completed.
In view of the fact that the validity period of the above-mentioned resolutions and relevant authorizations is about to expire and the company has not completed the issuance, in order to ensure the continuous, effective and smooth development of the issuance, the company held the 23rd Meeting of the first board of directors and the 21st Meeting of the first board of supervisors on February 8, 2022, The proposal on extending the validity period of the company’s resolution on issuing A-Shares to specific objects was deliberated and adopted, and it was agreed to extend the validity period of the issuance resolution from the original expiration date to the end of the 12-month validity period specified in the reply of the CSRC on the company’s issuance registration; The proposal on requesting the general meeting of shareholders to extend the validity period of authorizing the board of directors and its authorized persons to fully handle the specific matters of the company’s issuance of A-Shares to specific objects was deliberated and adopted, It is agreed to request the general meeting of shareholders to extend the validity period of authorizing the board of directors and the persons authorized by the board of directors to handle all specific matters related to the issuance from the original expiration date to the expiration date of the 12-month validity period specified in the reply of the CSRC on the registration of the company’s issuance. In addition, the original issuance plan of the company and other contents of the shareholders’ meeting authorizing the board of directors and its authorized persons to handle the specific matters of the issuance remain unchanged.
The independent directors of the company have approved in advance the proposal on extending the validity of the resolution on the company’s issuance of A-Shares to specific objects and expressed their agreed independent opinions, The independent opinions agreed have been expressed on the proposal on requesting the general meeting of shareholders to extend the validity period of authorizing the board of directors and its authorized persons to fully handle the specific matters of the company’s issuance of A-Shares to specific objects. The proposal on extending the validity period of the company’s resolution on issuing A-Shares to specific objects and the proposal on requesting the general meeting of shareholders to extend the validity period of authorizing the board of directors and its authorized persons to fully handle the specific matters of the company’s issuing A-Shares to specific objects need to be submitted to the general meeting of shareholders of the company for deliberation and approval.
It is hereby announced.
Sinocelltech Group Limited(688520) board of directors February 10, 2022
