Securities code: 002822 securities abbreviation: Shenzhen Zhongzhuang Construction Group Co.Ltd(002822) Announcement No.: 2022-014 bond Code: 127033 bond abbreviation: Zhongzhuang zhuan2
Shenzhen Zhongzhuang Construction Group Co.Ltd(002822)
Announcement of the resolution of the 10th meeting of the 4th board of directors
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.
The notice of the 10th meeting of the 4th board of directors of Shenzhen Zhongzhuang Construction Group Co.Ltd(002822) (hereinafter referred to as “the company”) was sent to all directors in the form of e-mail and personal delivery on February 17, 2022. The meeting was held in the company conference room on the fifth floor of block a, Honglong Century Plaza on February 23, 2022. 7 directors (including 3 independent directors) should attend the meeting, and 7 actually attended. The meeting was presided over by the chairman, Mr. solemn, and some supervisors and senior managers attended the meeting as nonvoting delegates. The convening, convening and voting procedures of this meeting comply with the relevant provisions of the company law and other laws and regulations and the articles of association, and are legal and effective. After careful deliberation by the directors attending the meeting, the following proposals were adopted:
1、 The meeting deliberated and adopted the proposal on using some idle raised funds to temporarily supplement working capital by 7 votes in favor, 0 against and 0 abstention
As the project invested by the raised funds of the company has a certain construction period, some of the raised funds will be idle during the completion of the project. In accordance with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and the guidelines for the self discipline supervision of listed companies No. 1 – standardized operation of listed companies on the main board of Shenzhen Stock Exchange, in order to improve the efficiency of the use of raised funds, reduce the financial expenses of the company and follow the principle of maximizing the interests of shareholders, On the premise of ensuring the capital demand for the construction of the investment projects with raised funds and the normal progress of the investment projects with raised funds, according to the needs of the company’s production and operation, the company plans to idle the raised funds from the public issuance of convertible corporate bonds in 2019 of no more than RMB 300 million The idle raised funds of 2021 public issuance of convertible corporate bonds of no more than RMB 100 million are temporarily used to supplement the working capital. The service life shall not exceed 12 months from the date of specific use after deliberation and approval by the board of directors. The funds will be used for production and operation. Before the expiration date of this supplementary working capital, the company will return the funds to the special account for raised funds.
The temporary replenishment of working capital with idle raised funds will not affect the normal progress of the construction of the investment project with raised funds, and the purpose of the raised funds has not been changed in a disguised form. The use of idle raised funds to temporarily supplement working capital this time can save the company at least 17.4 million yuan (calculated according to the bank’s benchmark loan interest rate of 4.35%).
During the period of temporarily replenishing working capital with idle raised funds, if the actual implementation progress of the raised investment project exceeds the expectation due to development needs, the company is responsible for returning the idle raised funds used for temporarily replenishing working capital to the special account for raised funds to ensure the progress of the project, The resulting liquidity gap shall be solved by the company itself by increasing bank loans or other means.
Before temporarily replenishing working capital with idle raised funds, the company has returned the previously raised funds used for temporarily replenishing working capital.
The company promises not to make high-risk investments such as securities investment and derivatives trading directly or indirectly during the temporary replenishment of working capital with some idle raised funds, and not to provide financial assistance to objects other than holding subsidiaries.
See China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com for details of the announcement on temporarily replenishing working capital with some idle raised funds（ http://www.cn.info.com.cn. ）。
The independent directors of the company have expressed independent opinions on the above matters. See cninfo.com for details（ http://www.cn.info.com.cn. ）。
2、 Documents for future reference
1. Resolutions of the 10th meeting of the 4th board of directors;
2. Independent opinions of independent directors on matters related to the 10th meeting of the Fourth Board of directors;
3. The verification opinions of Dongxing Securities Corporation Limited(601198) on Shenzhen Zhongzhuang Construction Group Co.Ltd(002822) using some idle raised funds to temporarily supplement working capital issued by the recommendation institution.
It is hereby announced.
Shenzhen Zhongzhuang Construction Group Co.Ltd(002822) board of directors February 23, 2022
