Bank Of Hangzhou Co.Ltd(600926)
Short form equity change report
Name of listed company: Bank Of Hangzhou Co.Ltd(600926) place of stock listing: Shanghai Stock Exchange
Stock abbreviation: Bank Of Hangzhou Co.Ltd(600926)
Stock Code: Bank Of Hangzhou Co.Ltd(600926)
Information disclosure obligor: Hangzhou Communications Investment Group Co., Ltd
Address: room 1502, building a, Jiaotou science and innovation center, No. 33, Yueming Road, Xixing street, Binjiang District, Hangzhou, Zhejiang Province
Mailing address: 16th floor, building a, Jiaotou science and innovation center, No. 33, Yueming Road, Xixing street, Binjiang District, Hangzhou, Zhejiang Province
Nature of changes in equity: increased shares held by information disclosure obligors
Date of signature: March 3, 2002
Statement of information disclosure obligor
1、 This report is prepared by the information disclosure obligor in accordance with 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 the acquisition of listed companies, the standards for the content and format of information disclosure by companies offering securities to the public No. 15 – Report on changes in equity (revised 2020) and other relevant laws, regulations and normative documents.
2、 The information disclosure obligor has obtained necessary authorization and approval for signing this report.
3、 In accordance with the provisions of the securities law of the people’s Republic of China, the measures for the administration of the acquisition of listed companies and the standards for the content and format of information disclosure by companies that publicly issue securities No. 15 – Report on changes in equity (revised 2020), this report has fully disclosed the changes in shares in which the information disclosure obligor has interests in Bank Of Hangzhou Co.Ltd(600926) .
As of the signing date of this report, except for the information disclosed in this report, the information disclosure obligor has not increased or reduced its shares in Bank Of Hangzhou Co.Ltd(600926) by any other means.
4、 This equity change still needs to be approved by Zhejiang regulatory bureau of Bank Of China Limited(601988) Insurance Regulatory Commission on the shareholder qualification of this equity transfer, the compliance confirmation of Shanghai Stock Exchange, and go through transfer registration and other procedures in Shanghai Branch of China Securities Depository and Clearing Co., Ltd.
5、 This equity change is based on the information stated in this report. The information disclosure obligor has not entrusted or authorized any other person to provide information not listed in the report and make any explanation or explanation to the report.
6、 The information disclosure obligor guarantees that there are no false records, misleading statements or major omissions in this report, and shall bear individual and joint legal liabilities for its authenticity, accuracy and completeness.
catalogue
The disclosure obligor declares that Section 1 interpretation Section 2 introduction of information disclosure obligors Section III purpose of equity change and shareholding plan Section IV equity change method 8 section 5 trading of trading shares of Listed Companies in the first six months Section VI other major matters Section VII declaration of information disclosure obligor Section VIII documents for future reference 15 attached table: short form equity change report seventeen
Section I interpretation
In this report, unless otherwise specified, the following words have the following meanings:
Listed company, Bank Of Hangzhou Co.Ltd(600926) refers to Bank Of Hangzhou Co.Ltd(600926) , stock code: Bank Of Hangzhou Co.Ltd(600926)
Information disclosure obligor refers to Hangzhou Communications Investment Group Co., Ltd
State Trading
Commonwealth Bank of Australia means the Commonwealth Bank of Australia
Hangzhou urban investment refers to Hangzhou Urban Construction Investment Group Co., Ltd
The share transfer agreement signed by the Commonwealth Bank of Australia, the information disclosure obligor and Hangzhou urban investment on February 28, 2022 refers to the share transfer agreement between the Commonwealth Bank of Australia, Hangzhou Urban Construction Investment Group Co., Ltd. and Hangzhou Transportation Investment Group Co., Ltd
Equity change report, this refers to Bank Of Hangzhou Co.Ltd(600926) simplified equity change report
Report
Hangzhou stock exchange transferred the equity change of Hang held by Commonwealth Bank of Australia through agreement transfer, which refers to the behavior of State Bank of China’s 296.8 million tradable shares without sale conditions (accounting for 5.00% of Bank Of Hangzhou Co.Ltd(600926) issued common shares)
CSRC refers to the China Securities Regulatory Commission
The Company Law refers to the company law of the people’s Republic of China (amended in 2018)
Securities Law refers to the securities law of the people’s Republic of China (revised in 2019)
Standard No. 15 refers to Standard No. 15 on the contents and forms of information disclosure by companies offering securities to the public – Report on changes in equity (revised in 2020)
RMB, ten thousand yuan refers to RMB, ten thousand yuan
Note: any discrepancy between the total and the mantissa of the sum of the sub item values in this report is caused by rounding.
Section II introduction to information disclosure obligors
1、 Basic information of information disclosure obligor (I) basic information
Enterprise name: Hangzhou Transportation Investment Group Co., Ltd
Date of establishment: November 11, 2003
Registered address: room 1502, building a, Jiaotou science and innovation center, No. 33, Yueming Road, Xixing street, Binjiang District, Hangzhou, Zhejiang Province
Legal representative: Zhang shunnian
The registered capital is 2 million yuan
Unified social credit code 913 Dalian Demaishi Precision Technology Co.Ltd(301007) 54435406t
Enterprise type: limited liability company (state-owned holding)
Business term: November 11, 2003 to long term
Business scope: state owned assets authorized by the municipal government.
(for projects subject to approval according to law, the approval of relevant departments shall be obtained.)
Business activities can only be carried out after approval)
Mailing address: 16th floor, building a, Jiaotou science and innovation center, No. 33, Yueming Road, Xixing street, Binjiang District, Hangzhou, Zhejiang Province
Communication mode: 057185778137
(II) basic information of major shareholders
Serial number shareholder name shareholding ratio
1. State owned assets supervision and Administration Commission of Hangzhou Municipal People’s Government 90.00%
2 Zhejiang Financial Development Co., Ltd. 10.00%
2、 Information about the information disclosure obligors, directors and main principals
As of the signing date of this report, the basic information of the directors and main principals of the information disclosure obligor is as follows:
Name, gender, nationality, whether you have obtained other long-term residence positions abroad
Right of abode in a country or region
Zhang shunnian, male, chairman of China
Li Zhonghua, male, director and general manager of China
Zhu Yimin, male, director of China
Wang chuchen, male, director of China
Huang Shengrong, male, vice general manager of China
Name, gender, nationality, whether you have obtained other long-term residence positions abroad
Right of abode in a country or region
Zhao Yimin, male, vice general manager of China
LV Jinsong, male, vice general manager of China
Su Qingnan vice general manager of China
3、 Information disclosure obligor’s equity shares in other domestic and overseas listed companies reach or exceed 5% of the issued shares of the company
As of the signing date of this report, the information disclosure obligor does not have shares with interests in other domestic and overseas listed companies that reach or exceed 5% of the issued shares of the company.
Section III purpose of equity change and shareholding plan
1、 Purpose of this equity change
Over the years, the information disclosure obligor has maintained a good cooperative relationship with Bank Of Hangzhou Co.Ltd(600926) and is optimistic about Bank Of Hangzhou Co.Ltd(600926) future development prospects. After the completion of this equity change, the information disclosure obligor will further deepen the business cooperation with Bank Of Hangzhou Co.Ltd(600926) and drive the business development of the information disclosure obligor and Bank Of Hangzhou Co.Ltd(600926) both parties and enhance the value of both parties through business interaction. 2、 Shareholding plan of information disclosure obligor in the next 12 months
As of the signing date of this report, the information disclosure obligor has no specific plan to increase Bank Of Hangzhou Co.Ltd(600926) shares in the next 12 months. In case of relevant equity changes in the future, the information disclosure obligor will perform information disclosure and other relevant obligations in strict accordance with the requirements of relevant laws and regulations. 3、 Lock up period of shares acquired by the information disclosure obligor in this transaction
According to the relevant provisions of the banking and insurance supervision and administration department, the Bank Of Hangzhou Co.Ltd(600926) shares obtained by the information disclosure obligor in this transaction shall not be transferred within 5 years from the date of completing the transfer registration. In case of relevant equity changes in the future, the information disclosure obligor will perform information disclosure and other relevant obligations in strict accordance with the requirements of relevant laws and regulations.
Section IV changes in equity
1、 Shares of listed companies held by information disclosure obligors
Before this equity change, the information disclosure obligor did not hold Bank Of Hangzhou Co.Ltd(600926) any shares.
After this equity change, the information disclosure obligor directly holds Bank Of Hangzhou Co.Ltd(600926) 296800000 shares, accounting for 5.00% of the total share capital of Bank Of Hangzhou Co.Ltd(600926) ordinary shares. 2、 Changes in equity this time
On February 28, 2022, the Commonwealth Bank of Australia signed the share transfer agreement between the Commonwealth Bank of Australia, Hangzhou Urban Construction Investment Group Co., Ltd. and Hangzhou Transportation Investment Group Co., Ltd. with the information disclosure obligor and Hangzhou urban investment, The information disclosure obligor intends to transfer Bank Of Hangzhou Co.Ltd(600926) 296800000 shares held by Commonwealth Bank of Australia at the transaction price of 13.94 yuan / share through agreement transfer, accounting for 5.00% of the total share capital of Bank Of Hangzhou Co.Ltd(600926) issued ordinary shares.
After this equity change, the information disclosure obligor holds Bank Of Hangzhou Co.Ltd(600926) 296800000 shares, accounting for 5.00% of the total share capital of Bank Of Hangzhou Co.Ltd(600926) issued ordinary shares, as follows:
Name of shareholder before and after this equity change
Proportion of shares (shares) in total share capital proportion of shares (shares) in total share capital
Hangzhou Communications Investment Group New Dazheng Property Group Co.Ltd(002968) 00005.00% Co., Ltd. III. main contents of the share transfer agreement (I) parties to the transfer agreement
1. Transferor: Commonwealth Bank of Australia
2. Transferee: type, quantity and proportion of shares transferred by Hangzhou Jiaotou (information disclosure obligor) and Hangzhou Chengtou (II)
The subject matter of this share transfer is Bank Of Hangzhou Co.Ltd(600926) tradable shares with unlimited sale conditions held by the transferor, which are sold to two transferees respectively. The number of shares purchased by the two transferees is 296.8 million shares (each accounting for 5% of the total share capital of Bank Of Hangzhou Co.Ltd(600926) ordinary shares as of the signing date of the share transfer agreement), with a total of 593.6 million shares (accounting for 10% of the total share capital of Bank Of Hangzhou Co.Ltd(600926) ordinary shares as of the signing date of the share transfer agreement). (III) transfer price
The price per share of this equity change is based on 97% of the average transaction price of Bank Of Hangzhou Co.Ltd(600926) shares 30 trading days before the signing date of the share transfer agreement (excluding the day), and meets the lower price limit requirements of Shanghai Stock Exchange on the way of agreement transfer (i.e. no less than 90% of the closing price of the day before the signing date of the share transfer agreement).
According to the above principles, the parties agree that the price per share for the transferee to purchase Bank Of Hangzhou Co.Ltd(600926) shares held by the transferor is 13.94 yuan / share, and the total price of this share transfer is 8274784000 yuan, of which the total price paid by the information disclosure obligor and Hangzhou urban investment to the transferor is 4137392000 yuan respectively.
From the signing date of the share transfer agreement to the closing date,
