Securities code: 002086 securities abbreviation: St Toyo Announcement No.: 2022-024
Shandong Oriental Ocean Sci-Tech Co.Ltd(002086)
On the new waiting for freezing of some shares held by the controlling shareholders of the company
And the announcement that the shares of shareholders holding more than 5% are frozen by the judiciary
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without falsehood
Records, misleading statements or major omissions.
Shandong Oriental Ocean Sci-Tech Co.Ltd(002086) (hereinafter referred to as "the company" or "Oriental Ocean") is near
The controlling shareholder of the company was informed through the system query of Shenzhen Branch of China Securities Depository and Clearing Co., Ltd
Some shares of the company held by Shandong Oriental Ocean Group Co., Ltd. (hereinafter referred to as "Oriental Ocean Group") were
Beijing Shengde Jiufu Asset Management Co., Ltd. (hereinafter referred to as "Shengde Jiufu")
The shares held by the company have been frozen by the judiciary, and the relevant information is hereby announced as follows:
1、 Basic information of shareholders' shares frozen
1. Basic information of this share freeze
Whether it is a holding company, which is involved in accounting for its share of the company this time
Name of shareholders shareholders or actual shareholders and the total starting date and expiration date of the company holding shares waiting for the authority reason number of controllers proportion of share capital
(10000 shares) proportion
Yantai, Shandong Province
Oriental sea
At 2000.00, 58.42% 2.64% 2021-09-23, 2024-09-22 Municipal Intermediate People's litigation group
court
Yantai, Shandong Province
Sheng dejiufu no 4800.00 100% 6.35% 2021-09-23 2024-09-22 Municipal Intermediate People's litigation court
2. Cumulative freezing of shareholders' shares
As of the disclosure date of the announcement, the cumulative freezing of Oriental Ocean Group and Sheng dejiufu is as follows:
Shareholder's name, number of shares held, shareholding ratio accumulated frozen, and the number and proportion of its shares in the total share capital (10000 shares) of the company
Oriental sea
Foreign group 3423.6501 4.53% 3423.6501 100% 4.53%
Shengdejiufu 4800.00 6.35% 4800.00 100% 6.35%
Total 8223.6501 10.88%
2、 Impact on the company and risk tips
1. As of the date of this announcement, the company has the situation that the controlling shareholders occupy the funds of the listed company for non operating purposes and the listed company fails to perform the approval decision-making procedures to guarantee the controlling shareholders and their related parties. In view of the occupation of non operating funds, the company has communicated with the controlling shareholders for many times. The controlling shareholders are making every effort to actively raise funds by means of asset disposal, equity cooperation and external borrowing. In addition, some physical assets under the name of the controlling shareholder are being sold and disposed of, but due to the seizure and freezing, the realization and disposal of assets still need time. At present, the controlling shareholders are actively communicating and negotiating with various parties to actively promote the progress of the matter. In view of the listed company's failure to fulfill the approval decision-making procedures to guarantee the controlling shareholders and their related parties, the above guarantee matters are external guarantees provided to the controlling shareholders and their related parties without the internal approval process of the company, the deliberation and approval of the board of directors and the general meeting of shareholders, and the independent directors have not expressed their independent opinions. According to the interpretation of the Supreme People's Court on the application of the relevant guarantee system of the civil code of the people's Republic of China implemented by the Supreme Court on January 1, 2021, the company finds that this guarantee is invalid and the company shall not bear the guarantee liability. Therefore, the company has begun to protect the legitimate rights and interests of listed companies through legal means such as litigation and arbitration. At present, the company has filed an appeal application for (2019) lu0612 minchu No. 3556 case, involving the subject amount of 18025738.08 yuan. According to the civil judgment (2021) Lu 0602 min Chu No. 277 and 294 issued by the people's Court of Zhifu District, Yantai City, the lawsuit request of Hua Xia Bank Co.Limited(600015) Xingfu sub branch for the listed company to bear joint and several guarantee liability was rejected, and the guarantee contract was determined to be invalid, involving the subject amount of 41.4275 million yuan; Yantai intermediate people's Court issued civil judgment (2020) Lu 06 min Chu No. 519 on December 30, 2020, rejected Hua Xia Bank Co.Limited(600015) Yantai Branch's lawsuit against the listed company, and determined that the guarantee contract was invalid, involving the subject amount of 49.5 million yuan. At present, other related lawsuits of the company are ongoing.
2. As of the disclosure date of this announcement, all the shares of the company held by the controlling shareholders of the company have been judicially frozen and waiting to be frozen. If the subsequent compulsory liquidation of the above shares and the judicial disposal of the frozen and waiting shares lead to the change of the proportion of voting rights, the actual control of the company may be changed. The board of directors of the company will pay close attention to the progress of this matter and remind the controlling shareholders to take effective measures to reduce risks and ensure the stability of equity.
3. The share freeze has no direct impact on the normal production and operation of the company. The company will continue to pay attention to the progress of the matter and timely perform the obligation of information disclosure in strict accordance with the requirements of relevant laws, regulations and normative documents.
4. The information disclosure media designated by the company are securities times, Shanghai Securities News, China Securities News, securities daily and http://www.cn.info.com.cn, All information of the company is subject to the announcement published by the company in the above media. Please pay attention to and invest rationally and pay attention to investment risks.
3、 Documents for future reference
1. Detailed statement of securities pledge and judicial freezing;
2. Data sheet of securities waiting for freezing.
It is hereby announced.
Shandong Oriental Ocean Sci-Tech Co.Ltd(002086) board of directors
February 11, 2022
