Securities code: 002288 securities abbreviation: Guangdong Chaohua Technology Co.Ltd(002288) Announcement No.: 2021-064 Guangdong Chaohua Technology Co.Ltd(002288)
Announcement on termination of non-public offering of A-Shares in 2020
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.
Guangdong Chaohua Technology Co.Ltd(002288) (hereinafter referred to as “the company”) deliberated and adopted the proposal on terminating the non-public development of A-Shares in 2020 at the eighth meeting of the sixth board of directors and the seventh meeting of the sixth board of supervisors held on December 14, 2021. The relevant information is hereby announced as follows:
1、 Overview of non-public offering of A-Shares in 2020
Guangdong Chaohua Technology Co.Ltd(002288) (hereinafter referred to as “the company”) held the 31st meeting of the 5th board of directors and the 26th meeting of the 5th board of supervisors on October 15, 2020; held the first extraordinary general meeting of shareholders in 2020 on November 2, 2020, deliberated and adopted the proposal on the company’s non-public offering of A-Shares in 2020 and Proposals on non-public offering of shares, such as the proposal on requesting the general meeting of shareholders to authorize the board of directors to fully handle matters related to the non-public development of shares. According to the resolution of the first extraordinary general meeting of shareholders in 2020, the validity period of the resolution of the general meeting of shareholders on the non-public offering of shares of the company 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 are 12 months from the date of deliberation and adoption of relevant proposals by the general meeting of shareholders, i.e. November 2, 2020 to November 1, 2021.
The company held the 7th Meeting of the 6th board of directors on October 28, 2021 and the 3rd extraordinary general meeting of shareholders in 2021 on November 16, 2021, which deliberated and adopted the proposal on the extension of the validity period of the company’s resolution on non-public development of A-Shares in 2020 and the proposal on requesting the shareholders’ meeting to extend the authorization of the board of directors to fully handle matters related to the non-public offering of shares. The validity period of the resolution on the non-public offering of shares and the authorization of the board of directors to handle matters related to the non-public offering shall be extended for 12 months from the expiration date (i.e. extended to November 1, 2022). II. Reasons for terminating the non-public offering of a shares
Since the announcement of the company’s plan for non-public offering of shares on October 16, 2020, the company’s board of directors, management and intermediaries have actively promoted various work on non-public offering of a shares. However, due to changes in the internal and external objective environment, the company decided to terminate the non-public issuance of A-Shares after full communication and careful analysis with all relevant parties, taking into account the actual situation, market value performance, financing opportunity and other factors of the company, in order to comprehensively and effectively safeguard the interests of all shareholders.
3、 Impact of termination of non-public offering of a shares
At present, the daily production and operation of the company is normal. The termination of the non-public offering of shares will not have an adverse impact on the production and operation and sustainable development of the company, and there is no damage to the interests of the company and all shareholders, especially minority shareholders.
4、 Termination of deliberation procedures for non-public offering of shares
1. Deliberations of the board of directors and the board of supervisors
The eighth meeting of the sixth board of directors and the seventh meeting of the sixth board of supervisors held on December 14, 2021 considered and adopted the proposal on terminating the non-public development of A-Shares in 2020. According to the authorization of the first extraordinary general meeting of shareholders in 2020 on the non-public offering of shares by the board of directors, this matter does not need to be submitted to the general meeting of shareholders for deliberation.
2. Independent opinions of independent directors
The termination of the non-public offering of shares in 2020 is a prudent decision made by the company taking into account the external situation and the actual operation of the company. The company’s termination of the non-public offering will not have an adverse impact on the company’s operation, and there is no situation damaging the interests of the company and all shareholders, especially minority shareholders. The relevant decision-making procedures comply with relevant laws and regulations and the articles of association. We agree that the company shall terminate the non-public offering.
5、 Documents for future reference
1. Resolutions of the 8th meeting of the 6th board of directors of the company;
2. Independent opinions of the company’s independent directors on matters related to the eighth meeting of the sixth board of directors;
3. Resolutions of the 7th Meeting of the 6th board of supervisors;
It is hereby announced.
Guangdong Chaohua Technology Co.Ltd(002288) board of directors December 14, 2001
