Securities code: 000750 securities abbreviation: Sealand Securities Co.Ltd(000750) Announcement No.: 2022-08 Sealand Securities Co.Ltd(000750)
Announcement on extending the validity period of the company’s resolution on non-public offering of shares and extending the validity period of authorizing the board of directors to handle matters related to this non-public offering of shares
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.
1、 Description of the validity period of the non-public offering
Sealand Securities Co.Ltd(000750) (hereinafter referred to as the company) held the first extraordinary general meeting of shareholders in 2021 on March 24, 2021, deliberated and adopted the proposal on reviewing the company’s non-public stock development plan, the proposal on submitting the general meeting of shareholders to authorize the board of directors to handle matters related to the non-public offering of shares and other proposals related to the non-public offering of shares. According to the above resolutions of the general meeting of shareholders, the validity period of the company’s resolution on the non-public offering of shares and the validity period of authorizing the board of directors to handle matters related to the non-public offering of shares are 12 months from the date of adoption of the first extraordinary general meeting of shareholders in 2021, i.e. March 24, 2021 to March 23, 2022.
The non-public offering of shares is still in progress.
2、 Consideration of this extension of validity
In view of the validity period of the company’s resolution on the non-public offering of shares and the expiration of the validity period of the board of directors authorized by the general meeting of shareholders to handle matters related to the non-public offering of shares, in order to ensure the continuity and effectiveness of the non-public offering of shares and the smooth progress of matters related to the non-public offering of shares, The company held the 13th meeting of the 9th board of directors and the 8th meeting of the 9th board of supervisors on February 25, 2022, and respectively considered and adopted the proposal on extending the validity period of the company’s resolution on non-public offering of shares and extending the validity period of authorizing the board of directors to handle matters related to this non-public offering of shares, It is agreed to request the general meeting of shareholders to extend the validity period of the company’s resolution on the non-public offering of shares and the validity period of the general meeting of shareholders authorizing the board of directors to handle matters related to the non-public offering of shares by 12 months from the expiration date, that is, to March 23, 2023. In addition to extending the validity period of the above resolutions and authorization, other contents such as the relevant plan of the non-public offering of shares and the authorization content and scope of the general meeting of shareholders authorizing the board of directors to handle matters related to the non-public offering of shares remain unchanged.
The above proposal shall be submitted to the general meeting of shareholders of the company for deliberation.
3、 Prior approval opinions and independent opinions of independent directors
(I) prior approval opinions of independent directors
The extension of the validity period of the company’s resolution on non-public offering of shares and the extension of the validity period of authorizing the board of directors to handle matters related to this non-public offering of shares are mainly to ensure the smooth progress of this non-public offering of shares, Comply with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance of listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other relevant laws and regulations, and there is no situation that damages the interests of the company and its shareholders, especially small and medium-sized investors. Therefore, we agree to submit the proposal to the board of directors of the company for deliberation.
(II) independent opinions of independent directors
The validity period of the company’s resolution on the extension of the non-public offering of shares and the extension of the validity period of authorizing the board of directors to handle matters related to the non-public offering of shares were reviewed and approved at the 13th meeting of the ninth board of directors, and the convening and convening procedures of the meeting The voting procedures and methods comply with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange and other relevant laws, regulations, normative documents and the articles of association, and there is no situation that damages the interests of the company and its shareholders, especially small and medium-sized investors. When the board of directors of the company considered relevant proposals, the related directors have avoided voting.
We agree to extend the validity of the company’s resolution on the non-public offering of shares and the validity of the board of directors authorized by the general meeting of shareholders to handle matters related to the non-public offering of shares, and submit the matter to the general meeting of shareholders for deliberation.
4、 Documents for future reference
(I) resolutions of the 13th meeting of the ninth board of directors of the company;
(II) resolutions of the 8th meeting of the 9th board of supervisors of the company;
(III) prior approval letter and independent opinions issued by independent directors.
It is hereby announced.
Sealand Securities Co.Ltd(000750) board of directors February 26, 2002