Securities code: 603801 securities abbreviation: Zbom Home Collection Co.Ltd(603801) Announcement No.: 2022-003 Zbom Home Collection Co.Ltd(603801)
Announcement on the resolution of the 6th meeting of the 4th board of directors
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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1、 Meetings of the board of directors
The sixth meeting of the Fourth Board of directors of Zbom Home Collection Co.Ltd(603801) (hereinafter referred to as "the company") was held at 2:30 p.m. on February 15, 2022 in conference room 101, first floor, administrative building, No. 19 Lianshui Road, Luyang District, Hefei City, Anhui Province. The meeting notice was issued on February 9, 2022. There are 9 directors who should vote at the meeting and 9 directors who actually vote. The meeting was presided over by Chairman Sun Zhiyong. The convening and procedures of this board meeting comply with the provisions of the company law of the people's Republic of China and the Zbom Home Collection Co.Ltd(603801) articles of association, and the resolutions made are legal and valid.
2、 Deliberations of the board of directors
(I) deliberated and passed the proposal on share repurchase plan of the company
In accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the administrative measures for the repurchase of public shares by listed companies (for Trial Implementation), the supplementary provisions on the repurchase of shares by listed companies through centralized bidding transaction, the detailed rules for the implementation of share repurchase by listed companies on Shanghai Stock Exchange and other laws, regulations and normative documents, In order to further stabilize investors' expectations of the long-term value of the company's shares, build a long-term and stable investor structure, fully mobilize the enthusiasm of the company's directors, senior managers, middle managers and core backbone, and effectively combine the interests of shareholders, the company and the core team, Based on the confidence in the company's future development prospects and the recognition of the company's value, the company plans to repurchase shares for the later implementation of stock equity incentive. The specific plan of the company to repurchase shares this time is as follows:
1. Types of shares to be repurchased
The shares to be repurchased this time are RMB ordinary shares (A shares) issued by the company.
Voting results: 9 in favor, 0 against and 0 abstention.
2. Method of share repurchase
The share repurchase is planned to adopt centralized bidding trading.
Voting results: 9 in favor, 0 against and 0 abstention.
3. Price of shares to be repurchased
The price of the shares to be repurchased this time shall not exceed 35 yuan / share. If the company has ex right and ex interest matters such as dividend distribution, share distribution and conversion of capital reserve into share capital during the repurchase period, the upper limit of repurchase price shall be adjusted accordingly from the ex right and ex interest date of share price.
Voting results: 9 in favor, 0 against and 0 abstention.
4. Number or amount of shares to be repurchased
The total capital of this repurchase is not less than 55 million yuan and not more than 109.2 million yuan. Under the condition that the repurchase price is not more than 35 yuan / share, it is expected that the repurchase shares will not exceed 3.12 million shares, accounting for 1% of the total issued share capital of the company. The specific number and amount of shares repurchased shall be subject to the actual number and amount of shares repurchased at the expiration of the repurchase period.
Voting results: 9 in favor, 0 against and 0 abstention.
5. Source of funds to be used for repurchase
The capital source of this share repurchase is the company's own funds.
Voting results: 9 in favor, 0 against and 0 abstention.
6. Term of shares to be repurchased
The repurchase period shall be within 6 months from the date when the company's board of directors deliberates and approves the share repurchase plan. After the expiration of the period, the share repurchase will be terminated.
If the following conditions are met, the repurchase period will expire in advance:
(1) Within the repurchase period, if the amount of repurchase funds reaches the maximum, the repurchase plan will be implemented, that is, the repurchase period will expire in advance from that date.
(2) If the board of directors of the company decides to terminate the repurchase plan, the repurchase period shall expire in advance from the date when the board of directors decides to terminate the repurchase plan.
During the implementation of the repurchase plan, if the trading of the company's shares is suspended for more than 10 consecutive trading days due to the planning of major events, the company will postpone the repurchase period accordingly and disclose it in time after the resumption of trading. Based on the authorization of the board of directors, the company will choose the opportunity to make and implement the repurchase decision according to the market conditions within the repurchase period.
Voting results: 9 in favor, 0 against and 0 abstention.
7. Validity of resolutions
The validity period of the resolution on the share repurchase plan is within 6 months from the date when the board of directors deliberates and approves the share repurchase plan. If the period of the shares to be repurchased is postponed due to the suspension of the company's shares, the validity period of the resolution shall be postponed accordingly.
Voting results: 9 in favor, 0 against and 0 abstention.
It is hereby announced
Zbom Home Collection Co.Ltd(603801) board of directors February 15, 2022
