Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd
About Shang Gong Group Co.Ltd(600843) (Group) Co., Ltd
Verification opinions on the listing and circulation of non-public issuance of restricted shares
Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting sponsor Co., Ltd. (hereinafter referred to as ” Shenwan Hongyuan Group Co.Ltd(000166) underwriting sponsor” or “sponsor”) is the sponsor of Shang Gong Group Co.Ltd(600843) (Group) Co., Ltd. (hereinafter referred to as ” Shang Gong Group Co.Ltd(600843) ” or “company”) for non-public offering of A-Shares in 2020, In accordance with the measures for the administration of securities issuance and listing recommendation business, the Listing Rules of Shanghai Stock Exchange, the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange No. 11 – continuous supervision and other relevant provisions, the listed circulation of Shang Gong Group Co.Ltd(600843) this non-public offering of restricted shares has been carefully verified, and the verification opinions are as follows:
1、 Types of restricted shares traded in this listing
With the approval of the reply on Approving the non-public development of shares of Shang Gong Group Co.Ltd(600843) (Group) Co., Ltd. (zjxk [2020] No. 2269) issued by the China Securities Regulatory Commission, the company was approved to issue 164576880 RMB ordinary shares (A shares) in the form of non-public offering, with an issue price of 4.95 yuan per share. On September 8, 2021, the company completed the share registration and custody procedures for non-public offering of shares in China Securities Depository and Clearing Co., Ltd. Shanghai Branch.
According to the relevant provisions of the measures for the administration of securities issuance by listed companies and the detailed rules for the implementation of non-public offering of shares by listed companies, the restricted period for non-public issuance of allocated shares is 6 months, which will be listed and circulated on the Shanghai Stock Exchange from the next trading day after the expiration of the restricted period. In case of legal holidays or rest days, it will be postponed to the first trading day thereafter.
2、 Changes in the number of share capital of the company since the formation of the restricted shares
After the registration of new shares in this non-public offering is completed, the total number of shares of the company has increased by 164576880, and the total number of shares of the company has increased from 548589600 to 713166480. Since the formation of the restricted shares, the number of share capital of the company has not changed.
3、 Relevant commitments on the listing and circulation of restricted shares
All 8 issuers who lifted the restrictions on the sale of restricted shares in this non-public offering promised that the shares subscribed for would not be transferred within 6 months from the date of completion of the issuance.
As of the issuance date of this verification opinion, the relevant shareholders who lifted the restricted shares have strictly fulfilled the relevant commitments, and there is no situation that the failure to fulfill the relevant commitments affects the listing and circulation of the restricted shares.
4、 Listing and circulation of restricted shares
The number of restricted shares listed and circulated this time is 164576880;
The listing and circulation date of restricted shares is March 8, 2022;
The listing and circulation details of restricted shares are as follows:
Unit: shares
The number of shareholders holding limited sale shares in sequence and the number of shareholders holding limited sale shares in the secondary listing flow accounts for the proportion of the total number of shares in the company
1 Shanghai Xinghe digital Investment Co., Ltd. 300 Shenzhen Guohua Network Security Technology Co.Ltd(000004) .21% 300000000
2 CAITONG Fund Management Co., Ltd. 298989419% 2989890
3 Wu Jianxin 4.19% 2989890
4 Taizhou Shengwen equity investment partnership 222223.12% 222220 (limited partnership)
5 Weihai Qishun Trading Co., Ltd. 208395092.92% 208395090
6 Guotai Junan Securities Co.Ltd(601211) 15,555555 2.18% 15,555555 0
7 Lu Lingyun 101010101.42% 101010100
8 Wang Jizhao 60606060.85%
Total 16457 Dbappsecurity Co.Ltd(688023) .08% 0
5、 Statement of changes in share capital structure
Unit: shares
Number of changes before and after the change of share type
1. Shares held by state-owned legal persons 455555 – 4555550
Conditions for limited sale 2. Shares held by domestic natural persons 46060605 – 460606050
Outstanding shares 3. Others 72960720 – 729607200
The total outstanding shares with limited sales conditions are 164576880 – 1645768800
A shares 304645850164576880469222730 tradable shares B shares 24394375 Venustech Group Inc(002439) 43750 tradable shares with unlimited conditions 54858960016457 Shanghai W-Ibeda High Tech.Group Co.Ltd(688071) 3166480
Total shares 7131664800713166480
6、 Verification opinions of the recommendation institution
After verification, the recommendation institution believes that:
1. The listing and circulation of restricted shares complies with the requirements of relevant laws, regulations and normative documents such as the measures for the administration of securities issuance of listed companies, the rules for the listing of shares of Shanghai Stock Exchange, the detailed rules for the implementation of non-public development of shares of listed companies and so on;
2. The number of restricted shares lifted and the listing and circulation time of the restricted shares comply with relevant laws and regulations and the commitments of relevant shareholders;
3. The information disclosure of the circulation and listing of restricted shares is true, accurate and complete;
The recommendation institution has no objection to the lifting of the ban on the listing and circulation of Shang Gong Group Co.Ltd(600843) this non-public offering of restricted shares.
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(there is no text on this page, which is the signature and seal page of Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd. on the verification opinions of Shang Gong Group Co.Ltd(600843) (Group) Co., Ltd. on the listing and circulation of restricted shares of non-public development banks) recommendation representative:
Qin Mingzheng, Wang Peng
Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd
March 1, 2022
