Securities code: 000034 securities abbreviation: Digital China Group Co.Ltd(000034) Announcement No.: 2022-014 Digital China Group Co.Ltd(000034)
Announcement on cancellation of some repurchased shares
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Digital China Group Co.Ltd(000034) (hereinafter referred to as “the company”) deliberated and adopted the proposal on cancellation of partial share repurchase at the 12th meeting of the 10th board of directors on February 15, 2022, decided to cancel 543085 shares in the company’s special securities account for repurchase, and submitted the proposal to the company’s first extraordinary general meeting in 2022 for deliberation.
1、 Share repurchases
The ninth meeting of the ninth board of directors on December 14, 2018 and the fifth extraordinary general meeting of shareholders in 2018 on December 28, 2018 considered and approved the plan for Digital China Group Co.Ltd(000034) repurchasing the company’s shares by means of centralized bidding transaction, and agreed that the company would use its own funds to repurchase the company’s shares by means of centralized bidding transaction, The total capital is no more than RMB 100 million and no less than RMB 50 million. The price of repurchased shares is no more than RMB 18 / share. The repurchase period is 6 months from the date when the plan for repurchasing shares is considered and approved by the general meeting of shareholders of the company. The repurchased shares will be used as an equity incentive plan.
As of March 13, 2019, the cumulative number of shares repurchased by the company through centralized bidding was 4518085 shares, accounting for 0.69% of the total share capital of the company at that time. The highest transaction price was 14.00 yuan / share, the lowest transaction price was 10.47 yuan / share, and the total amount paid was 50004040.16 yuan (excluding transaction costs). 2、 Status of equity incentive plan
The 12th meeting of the ninth board of directors on April 26, 2019 and the second extraordinary general meeting of 2019 on May 15, 2019 deliberated and adopted the proposal on the company’s incentive plan for stock options and restricted stocks in 2019 (Draft) and its summary, and according to the authorization of the second extraordinary general meeting of 2019, At the 13th meeting of the 9th board of directors and the 12th meeting of the 9th board of supervisors, the proposal on granting stock options and restricted shares to incentive objects for the first time was deliberated and adopted, and 3975000 restricted shares were granted to incentive objects on June 19, 2019.
3、 Reasons for cancellation of some repurchased shares and changes in shares
According to the guidelines on self discipline supervision of listed companies of Shenzhen Stock Exchange No. 9 – share repurchase and the relevant provisions of the company’s repurchase plan, this part of the shares in the above special account shall be transferred or cancelled within three years. After deliberation and approval at the 12th meeting of the 10th board of directors, it was decided to cancel 543085 shares in the company’s special securities repurchase account. After the cancellation of the shares, the total share capital of the company will be reduced from 660767319 shares to 660224234 shares. The changes in the share capital structure of the company are as follows:
Quantity written off before this change and after this change
Nature of shares
Quantity (share) proportion (share) quantity (share) proportion
1、 Shares with limited sales conditions: 121699168 18.42% – 121699168 18.43%
Executive lock up shares 120145570 18.18% – 120145570 18.20%
Equity incentive restricted shares 1550000 0.23% – 1550000 0.23%
Restricted shares before IPO 3598 0.00% – 3598 0.00%
2、 Shares with unlimited sales conditions 539068151 81.58% 543085 538525066 81.57%
3、 Total number of shares 660767319 100.00% 543085 660224234 100.00%
Note: the final situation of the above equity structure changes shall be subject to the equity structure table issued by China Securities Depository and Clearing Co., Ltd. Shenzhen Branch after the cancellation is completed.
4、 Documents for future reference
Resolution of the 12th meeting of the 10th board of directors
It is hereby announced.
Digital China Group Co.Ltd(000034) board of directors February 16, 2002
