Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025)
Simplified equity change report
Name of listed company: Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) place of stock listing: Shenzhen Stock Exchange Stock abbreviation: Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) Stock Code: 300025 name of information disclosure obligor: Hangzhou Zhaoxiang Network Technology Co., Ltd. registered address: room B410, No. 500, Jucai Road, Changhe street, Binjiang District, Hangzhou City, Zhejiang Province mailing address: room B410, No. 500, Jucai Road, Changhe street, Binjiang District, Hangzhou City, Zhejiang Province equity change nature: decrease (decrease in shares obtained by judicial auction and entrusted voting)
Statement of information disclosure obligor
I The information disclosure obligor is in accordance with the company law of the people’s Republic of China (hereinafter referred to as the company law), the securities law of the people’s Republic of China (hereinafter referred to as the Securities Law), the measures for the administration of the acquisition of listed companies (hereinafter referred to as the acquisition measures) and the standards for the contents and forms of information disclosure of companies issuing securities No. 15 – Report on changes in equity (hereinafter referred to as “Standard No. 15”), Standard No. 16 on the contents and forms of information disclosure by companies offering securities to the public – Report on the acquisition of listed companies (hereinafter referred to as “Standard No. 16”) and other relevant laws, regulations and departmental rules.
2、 The information disclosure obligor has obtained necessary authorization and approval for signing this report, and its performance does not violate or conflict with any provision in the articles of association or internal rules of the information disclosure obligor.
3、 In accordance with the provisions of the securities law of the people’s Republic of China and the measures for the administration of the acquisition of listed companies, This report has fully disclosed the changes in the shares of the information disclosure obligor in Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) (hereinafter referred to as ” Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) “); as of the signing date of this report, the above information disclosure obligor has not increased or reduced its shares in Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) by any other means except the information disclosed in this report.
4、 This equity change is based on the information stated in this report. Except for the information disclosure obligor, no other person has been entrusted or authorized to provide information not listed in this report and make any explanation or explanation to this report.
5、 The information disclosure obligor promises that there are no false records, misleading statements or major omissions in this report, and will bear individual and joint legal liabilities for its authenticity, accuracy and completeness.
catalogue
The disclosure obligor declares that Section 1 interpretation Section 2 information disclosure obligors 5 Section III purpose of equity change and shareholding plan 7 section 4 method of equity change 8 section V Trading of listed shares within the first six months Section VI other major matters Section VII declaration of information disclosure obligor Section VIII documents for future reference 12 attached table: short form equity change report fourteen
Section I interpretation
In this report, unless otherwise specified, the specific meanings of the following abbreviations are as follows:
Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) . Listed company refers to Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025)
Information disclosure obligor, Hangzhou Zhao
Hangzhou Zhaoxiang Network Technology Co., Ltd
Enjoy
Shanghai fanyin refers to Shanghai fanyin Technology Co., Ltd
The information disclosure obligor transferred Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 30000000 shares held by Shanghai fanyin and Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 50901030 shares held by Shanghai fanyin through judicial auction, and successfully auctioned them
This report refers to the Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) simplified equity change report
CSRC refers to the China Securities Regulatory Commission
The acquisition Measures refer to the administrative measures for the acquisition of listed companies
Yuan and 10000 yuan refer to RMB yuan and 10000 yuan
1、 Basic information of information disclosure obligor
(i) Basic information
Name: Hangzhou Zhaoxiang Network Technology Co., Ltd
Enterprise nature limited liability company
Address: room B410, No. 500, Jucai Road, Changhe street, Binjiang District, Hangzhou, Zhejiang
Date of establishment: December 2, 2019
Operation period: December 2, 2019 to December 1, 2039
Unified social credit code 91330381ma2haa729l
Legal representative: Zhu Dongcheng
Registered capital: 100 million yuan only
Shareholders Zhu Dongcheng (99.5%), Zhu Saihua (0.5%)
General items: technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Computer system services; Wholesale of computer software, hardware and auxiliary equipment; Information system integration service; Marketing planning; Advertising design and agency; Business scope: Sales of electronic products; Clothing accessories sales; Sales of electrical equipment; estate management; Maintenance of electronic and mechanical equipment (excluding special equipment) (except for items subject to approval according to law, business activities shall be carried out independently according to law with business license). Licensed projects: technology import and export (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments, and the specific business projects shall be subject to the approval results).
（2） Property right control relationship
The property right control relationship of the information disclosure obligor is as follows:
The actual controller of the information disclosure obligor is Mr. Zhu Dongcheng.
（3） Basic information of directors, supervisors, senior managers and main principals of information disclosure obligors
Name Gender Position nationality long-term residence have you obtained the right of residence in other countries or regions
Zhu Dongcheng, male, executive director and general manager, Ruian, Zhejiang, China
Zhu Dongzhi, female supervisor, none in Ruian, Zhejiang, China
2、 Relationship between information disclosure obligors
The information disclosure obligor and Shanghai fanyin signed the agreement on concerted action on September 24, 2020. The agreement agreed that during the validity of the agreement, Shanghai fanyin entrusted the voting rights corresponding to its Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) shares to Hangzhou Zhaoxiang, within the scope of shareholders’ rights to exercise, and Shanghai fanyin naturally acted in concert with Hangzhou Zhaoxiang; If there are other matters beyond the entrustment of voting rights that require Shanghai fanbank to exercise shareholders’ voting rights, Shanghai fanbank shall also act in concert with Hangzhou Zhaoxiang, and Hangzhou Zhaoxiang shall make a decision in concert. The parties to the agreement shall strictly implement the decision. The term of validity of the concerted action agreement is the same as the voting power entrustment period of Shanghai fanyin as agreed in the share transfer and voting power entrustment agreement. When the voting power entrustment period expires, the concerted action agreement will be automatically terminated. The voting right entrustment period is from the date when the subject shares (8572805 shares) for the first phase delivery are registered in the name of Hangzhou Zhaoxiang to the earlier of the following circumstances: (1) Shanghai fanyin no longer holds the authorized shares or the subject shares; (2) the second phase delivery of the subject shares is not completed within 6 months from the first phase delivery date; (3) Hangzhou Zhaoxiang no longer holds the shares of the listed company; (4) the voting entrustment is terminated due to the requirements of the external regulatory authority or any government department or judicial authority; (5) the share transfer and voting entrustment agreement is cancelled or terminated.
3、 Information disclosure obligors and their directors and principal principals have been punished in the past five years
As of the signing date of this report, The information disclosure obligor and its actual controller Zhu Dongcheng have not received administrative punishment (except those obviously unrelated to the securities market) or criminal punishment in the past five years, have not involved in major civil litigation or arbitration related to economic disputes, have not failed to repay large debts and fulfill commitments on time, and have no major bad faith records related to the securities market.
4、 Information disclosure obligor’s equity shares in other domestic and overseas listed companies reach or exceed 5% of the issued shares of the company
Up to the time of this equity change, except for holding Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) shares, the information disclosure obligor did not hold shares with interests in other domestic and overseas listed companies, which reached or exceeded 5% of the issued shares of the listed company.
Section III purpose of equity change and shareholding plan
1、 Purpose of this equity change
This equity change is that the information disclosure obligor is optimistic about Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) future development rights and interests based on the value judgment of the listed company, and obtains the shares of the listed company through judicial auction in order to stabilize the stability of the control right of the listed company.
2、 Does the information disclosure obligor intend to continue to increase or dispose of its shares in the listed company in the next 12 months
As of the signing date of this report, The application of Hangzhou Zhaoxiang as a subscriber to subscribe for shares issued by a listed company to specific objects has obtained the reply on Approving the registration of Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) issuing shares to specific objects issued by China Securities Regulatory Commission in July 2021 (CSRC license [2021] No. 2506), there is a plan to continue to increase the shares of Listed Companies in the next 12 months. In case of the above related equity changes, the company will perform the obligation of information disclosure in strict accordance with the relevant provisions.
As of the signing date of this report, Shanghai fanyin, the information disclosure obligor acting in concert, currently holds Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 10901030 shares, which have been successfully auctioned and will be transferred soon.
Section IV method of equity change
1、 Basic information of this equity change
Before the completion of this equity change, Hangzhou Zhaoxiang was the controlling shareholder of the listed company and actually controlled Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 66975040 shares, Among them, Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 16074010 shares were actually held (accounting for 3.75% of the total share capital of the listed company), and the voting rights of 50901030 shares held by Shanghai fanyin but frozen by the judiciary (accounting for 11.88% of the total share capital of the listed company) were obtained through voting power entrustment, accounting for 15.63% of the total share capital of the listed company.
Taizhou intermediate people’s Court of Jiangsu Province conducted public auction activities on Taobao judicial auction network platform of Taizhou intermediate people’s Court of Jiangsu Province in accordance with relevant laws and regulations, The Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 50901030 shares held by Shanghai fanyin (accounting for 11.88% of the total shares of listed companies) were successfully auctioned, of which Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 30000000 shares were successfully auctioned by Hangzhou Zhaoxiang, and the transfer of ownership has been completed. As of the date of issuing this report, the Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) shares held by Shanghai fanyin The transfer of 40000000 shares has been completed, and the transfer of 10901030 shares of the company held in the name of Shanghai fanyin has been postponed due to the buyer’s personal reasons. As Shanghai fanyin and Hangzhou Zhaoxiang are acting in concert, as of the signing date of this report, Hangzhou Zhaoxiang still has the voting rights of 10901030 shares of the company whose ownership transfer has not been completed by Shanghai fanyin.
After the equity change, Hangzhou Zhaoxiang is still the controlling shareholder of the listed company and actually controls Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 56975040 shares, Among them, Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 46074010 shares (accounting for 10.75% of the total share capital of the listed company) are actually held, and the voting rights of 10901030 shares (accounting for 2.54% of the total share capital of the listed company) held by Shanghai fanyin are obtained through voting power entrustment, accounting for 13.30% of the total share capital of the listed company. For example, 10901030 shares Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) held under the name of Shanghai fanyin in the future After the judicial transfer of shares, Hangzhou Zhaoxiang is still the controlling shareholder of the listed company and actually holds Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 46074010 shares, accounting for 10.75% of the total share capital of the listed company.
2、 Shareholding of information disclosure obligors before and after this equity change
Before this equity change, Hangzhou Zhaoxiang actually controlled Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 66975040 shares, Among them, Hangzhou Huaxing Chuangye Communication Technology Co.Ltd(300025) 16074010 shares were actually held (accounting for 3.75% of the total share capital of the listed company), and the voting rights of 50901030 shares held by Shanghai fanyin but frozen by the judiciary (accounting for 11.88% of the total share capital of the listed company) were obtained through voting power entrustment, accounting for 15.63% of the total share capital of the listed company.
After the completion of this equity change, Hangzhou Zhaoxiang is still the controlling shareholder of the listed company and the actual controlling shareholder
