Securities code: Shanghai Taisheng Wind Power Equipment Co.Ltd(300129) securities abbreviation: Shanghai Taisheng Wind Power Equipment Co.Ltd(300129) Announcement No.: 2022012 Shanghai Taisheng Wind Power Equipment Co.Ltd(300129)
About the company's plan to issue A-Shares to specific objects in 2021
Announcement of revision of the situation statement
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.
Shanghai Taisheng Wind Power Equipment Co.Ltd(300129) (hereinafter referred to as "the company") the proposal on issuing A-Shares to specific objects in 2021 has been deliberated and adopted at the 18th meeting of the Fourth Board of directors, the 14th meeting of the Fourth Board of supervisors and the second extraordinary general meeting of shareholders in 2021.
On March 1, 2022, the company held the 22nd Meeting of the 4th board of directors and the 18th meeting of the 4th board of supervisors, deliberated and adopted the proposal on Revising the company's plan for issuing A-Shares to specific objects in 2021 and other proposals related to the issue of shares to specific objects, and the independent directors expressed their prior approval and independent opinions. The main amendments to the plan for issuing A-Shares to specific objects are described as follows:
Revised contents of sections of the plan
1. Revise the approval of this issuance;
Tips on major issues 2. Revise the supplementary agreement of subscription agreement with conditional effect signed by the company and the issuing object and its specific contents;
Interpretation revision
1、 The basic information of the issuer is updated due to the date, and the deadline of the registered capital is deleted.
2、 Due to the changes in the registered capital and other basic conditions of the issuing object, the background and purpose of this issuance of shares to specific objects are revised.
3、 The issuing object and its relationship with the company revise the shareholding of the issuing object in the company after this issuance. Section 1 this issuance of shares to specific objects v. whether this issuance constitutes a connected transaction revise the shareholding of the issuing object in the company after this issuance.
Scheme summary VI. whether this issuance leads to the revision of the company's control right. After this issuance, the issuing object's shareholding in the company and the right to nominate the board of directors of the company in case of changes.
8、 The issuance plan has been approved by relevant authorities
The approval of the administrative department and the approval of the issuance that needs to be submitted and revised.
Approved procedures
1、 Basic information of the issuing object: revise the registered address, main office location and registration of the issuing object section II capital, business scope and mailing address of the issuing object.
Basic information II. Structure chart of equity and control relationship revise the structure chart of equity of the issuing object.
3、 The development of main businesses in the last three years and the registered capital of the issuing object.
Revised contents of sections of the plan
And operating results
4、 The brief financial data of the latest year updates the main unaudited financial data of the issuing object in the latest year.
6、 Horizontal competition and customs clearance after the completion of this issuance 1. Revise the changes in the registered capital of the issuing object;
2. Revise the statement of the relationship between the issuing object and the company.
7、 The issuance plan discloses the relevant information of the supplementary agreement to the subscription agreement for major transactions within the month when the conditions take effect signed by the company and the issuing object in the first 24 supplementary months.
Section III change of control II. The subscription agreement with conditional effect supplements the specific contents of the summary of the subscription agreement related to the change plan with conditional effect signed by the company and the issuing object.
Customs agreement
Section IV summary of conditional effective share transfer agreement signed by Fulin and Zhang Shuxiao
Section V on the necessity of updating the investment of the raised funds, the relevant financial data and the use of the raised funds. II. The necessity and feasibility analysis basis of the raised funds. feasibility analysis
1、 The impact of the issuance on the company's business and assets, the revision of the issuance on the shareholder structure, and the impact on the articles of association, shareholder structure and corporate governance structure of senior executives.
Impact of structure
Section VI amendment of the board of directors III. The company and its controlling shareholders and their affiliates after the issuance, the shareholding of the issuing object in the company and the business relationship and management relationship between the issuing object and the company, as well as the nomination right of the board of directors of the company.
Discussion on the impact of the company and changes in trade and horizontal competition
V. whether the debt structure of listed companies is reasonable,
Is there a substantial increase through this offering
The situation of liabilities (including contingent liabilities) is to update the company's financial indicators.
Is there any problem that the debt ratio is too low and the financial cost is not high
Reasonable circumstances
Section 7 update the company's financial data and financial indicators to te3 and financial related risks this time.
Issuance of shares to specified objects
Relevant risks IV. other risks revise the approval of this issuance
Section IX related to this offering II. The board of directors made relevant commitments on the return of the board of directors related to the diluted spot Bank of this offering, and fulfilled the specific measures to fill in the revised part of the return, the assumption, statement and commitment of this offering
Note: due to the addition of "section IV summary of conditional effective share transfer agreement", the serial number of the section of the plan has been changed accordingly. Except for the above amendments, there are no substantive changes in other parts of the issuance plan.
For details, see the plan for issuing A-Shares to specific objects in Shanghai Taisheng Wind Power Equipment Co.Ltd(300129) 2021 (Revised Version) published on the gem information disclosure website designated by the CSRC on the same day.
The issue of shares to specific objects can only be implemented after obtaining the registration approval of the CSRC. There is still uncertainty about whether the CSRC can finally make a decision to approve the registration and its time. The company will fulfill the obligation of information disclosure in time according to the progress of the matter. Please pay attention to the investment risks.
It is hereby announced.
Shanghai Taisheng Wind Power Equipment Co.Ltd(300129) board of directors
March 2, 2022
