Shenzhen Zowee Technology.Co.Ltd(002369) suggestive announcement on the disclosure of equity change report
Securities code: 002369 securities abbreviation: Shenzhen Zowee Technology.Co.Ltd(002369) Announcement No.: 2022-007 Shenzhen Zowee Technology.Co.Ltd(002369)
Suggestive announcement on the disclosure of the report on changes in equity
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. This equity change does not touch the tender offer.
2. This equity change is mainly due to the termination agreement of voting power entrustment agreement on Shenzhen Zowee Technology.Co.Ltd(002369) shares (hereinafter referred to as "voting power entrustment termination agreement") signed by Mr. Xia Chuanwu and Shenzhen Smart City Technology Development Group Co., Ltd. (hereinafter referred to as "Shenzhen smart city") on February 21, 2022, Since the agreement came into effect, the controlling shareholder and actual controller of the company have been changed to Mr. Xia Chuanwu.
3. On February 21, 2022, Shenzhen Zowee Technology.Co.Ltd(002369) (hereinafter referred to as "the company" or " Shenzhen Zowee Technology.Co.Ltd(002369) ") held the 22nd Meeting of the 5th board of directors and the 20th meeting of the 5th board of supervisors, deliberated and adopted the proposal on the termination of the company's non-public offering of A-Shares in 2021 and the withdrawal of application documents, The company is approved to apply to the China Securities Regulatory Commission to terminate the non-public offering of shares in 2021 and withdraw the application documents.
On March 29, 2021, Mr. Xia Chuanwu and Shenzhen Zhicheng signed the voting right entrustment agreement between Xia Chuanwu and Shenzhen Smart City Technology Development Group Co., Ltd. on Shenzhen Zowee Technology.Co.Ltd(002369) shares (hereinafter referred to as the "voting right entrustment agreement"), which agreed that Mr. Xia Chuanwu irrevocably It has been exclusively entrusted to Shenzhen Zhicheng for a long time, and the voting right entrustment agreement has come into force after the non-public offering is approved by the general meeting of shareholders of the listed company on April 15, 2021. After Mr. Xia Chuanwu entrusted the voting rights of 93000000 shares he held to Shenzhen Zhicheng, Shenzhen Zhicheng was able to control the company
Shenzhen Zowee Technology.Co.Ltd(002369) suggestive announcement on the disclosure of equity change report
Company, the actual controller is changed to Shenzhen Zhicheng. Mr. Xia Chuanwu and Shenzhen Zhicheng signed the agreement on termination of voting right entrustment on February 21, 2022. Since the effective date of the voting power entrustment termination agreement, the voting power entrustment agreement signed by Mr. Xia Chuanwu and Shenzhen Zhicheng on March 29, 2021 has been terminated and will no longer have legal effect on both parties. The voting rights and other shareholder rights of Shenzhen Zowee Technology.Co.Ltd(002369) 93000000 shares held by Mr. Xia Chuanwu will no longer be entrusted to Shenzhen Zhicheng. The details are as follows:
1、 Basic information of changes in equity
On February 21, 2022, Mr. Xia Chuanwu signed the voting right entrustment termination agreement with Shenzhen Zhicheng, and the voting right entrustment agreement signed by Mr. Xia Chuanwu and Shenzhen Zhicheng on March 29, 2021 was terminated, which will no longer have legal effect on both parties, The voting rights and other shareholder rights of Shenzhen Zowee Technology.Co.Ltd(002369) 93000000 shares held by Mr. Xia Chuanwu will no longer be entrusted to Shenzhi city. After the termination of voting power entrustment, the changes in equity are as follows:
Information disclosure: before and voting rights of this equity change; after and voting rights of this equity change
Number of shares of the obligor shareholding ratio voting right proportion number of shares shareholding ratio voting right proportion
Shenzhen Zhicheng -- 16.12% ---
Xia Chuanwu 97317172 16.87% 0.75% 97317172 16.87% 16.87%
On February 21, 2022, Shenzhen smart city and Shenzhen Zowee Technology.Co.Ltd(002369) signed the cancellation agreement on the non-public development bank share subscription agreement and supplementary agreement with entry into force conditions between Shenzhen Zowee Technology.Co.Ltd(002369) and Shenzhen Smart City Technology Development Group Co., Ltd. (hereinafter referred to as the "cancellation agreement"). Both parties confirmed that as of the signing date of the cancellation agreement, The non-public development bank share subscription agreement with effective conditions between Shenzhen Zowee Technology.Co.Ltd(002369) and Shenzhen Smart City Technology Development Group Co., Ltd. (hereinafter referred to as the "subscription agreement") signed on March 29, 2021 and the agreement on Shenzhen Zowee Technology.Co.Ltd(002369) signed on November 9, 2021 The supplementary agreement to the subscription agreement for non-public offering shares with entry into force conditions with Shenzhen Smart City Technology Development Group Co., Ltd. (hereinafter referred to as the "supplementary agreement to the subscription agreement") has not yet taken effect, and it is unanimously agreed to terminate the subscription agreement signed on March 29, 2021 and the supplementary agreement to the subscription agreement signed on November 9, 2021, After and before the termination agreement comes into effect, the subscription agreement and the supplementary agreement to the subscription agreement will not have any legal effect on both parties. Shenzhen Zhicheng will no longer subscribe for A-share non-public offering in Shenzhen Zowee Technology.Co.Ltd(002369) 2021. The 22nd Meeting of the 5th board of directors and the 20th meeting of the 5th board of supervisors were held on February 21, 2022. The proposal on the company's termination of non-public offering of A-Shares in 2021 and withdrawal of application documents were reviewed and approved, and the company was approved to apply to China Securities Regulatory Commission for termination of non-public offering of shares in 2021 and withdrawal of application documents.
Shenzhen Zowee Technology.Co.Ltd(002369) suggestive announcement on the disclosure of equity change report
2、 Other instructions
1. This equity change did not violate the securities law, the measures for the administration of the acquisition of listed companies, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, and several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies The detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of Listed Companies in Shenzhen Stock Exchange and other relevant laws, regulations, rules and business rules. 2. This equity change will not result in the company's equity distribution not meeting the listing conditions.
3. The details of this equity change are detailed in the securities times, China Securities News, Shanghai Securities News and cninfo on the same day（ http://www.cn.info.com.cn. ）Disclosed Shenzhen Zowee Technology.Co.Ltd(002369) detailed equity change report and Shenzhen Zowee Technology.Co.Ltd(002369) simplified equity change report.
3、 Documents for future reference
1. The Shenzhen Zowee Technology.Co.Ltd(002369) detailed equity change report;
2. The Shenzhen Zowee Technology.Co.Ltd(002369) simplified equity change report.
It is hereby announced.
Shenzhen Zowee Technology.Co.Ltd(002369) board of directors
February 22, 2002
