Securities code: 300365 securities abbreviation: Beijing Forever Technology Co.Ltd(300365) announcement Code: 2021 (102) Beijing Forever Technology Co.Ltd(300365)
Agreement on transfer of some shares of the company by controlling shareholders and actual controllers
Announcement on completion of transfer
The shareholders Jiang Chunhua, Chen Xianlong and Zhongtai Securities Co.Ltd(600918) (Shanghai) Asset Management Co., Ltd. guarantee that the information provided to the company is true, accurate and complete without false records, misleading statements or major omissions.
The company and all members of the board of directors guarantee that the information disclosed is consistent with the information provided by the information disclosure obligor.
Beijing Forever Technology Co.Ltd(300365) (hereinafter referred to as "the company") received a notice from Mr. Jiang Chunhua and Mr. Chen Xianlong, the controlling shareholder and actual controller, on December 23, 2021, and learned that Mr. Jiang Chunhua, Mr. Chen Xianlong and Zhongtai Securities Co.Ltd(600918) (Shanghai) Asset Management Co., Ltd. (hereinafter referred to as "China Thailand asset management") (representative) The transfer registration procedures for the transfer of some shares of the company under the agreement of "Zhongtai Asset Management Plan No. 12 single asset management plan of the securities industry supporting the development of private enterprises" (hereinafter referred to as "Zhongtai asset management plan") have been completed. The specific conditions are hereby announced as follows:
1、 Basic information of this agreement transfer
Mr. Jiang Chunhua and Mr. Chen Xianlong, the controlling shareholders and actual controllers of the company, signed the share transfer agreement on Beijing Forever Technology Co.Ltd(300365) with Zhongtai asset management on December 7, 2021, It plans to transfer to China Thailand asset management at the price of 10.00 yuan / share by agreement (on behalf of China Thailand asset management plan) transfer the company's non tradable shares held by him, totaling 31 million shares, accounting for 5.17% of the company's total share capital, and the total share transfer price is 310 million yuan. Among them, Mr. Jiang Chunhua plans to transfer 21 million shares, accounting for 3.50% of the company's total share capital, and the transfer price is 210 million yuan; Mr. Chen Xianlong plans to transfer 10000000 shares, accounting for 1.6% of the company's total share capital 7%, and the transfer price is 100 million yuan. For details, please refer to the suggestive announcement on the transfer of some shares and changes in equity of the company by agreement between the controlling shareholder and the actual controller of the company (announcement Code: 2021 (100)), the short form report on changes in equity (I) and the short form report on changes in equity (II) issued by the company on cninfo.com, the gem information disclosure media designated by the CSRC on December 9, 2021 。
2、 Completion of this share transfer
The share transfer registration procedures for this share agreement transfer have been completed on December 22, 2021, and the relevant shareholders obtained the confirmation of securities transfer registration issued by China Securities Depository and Clearing Co., Ltd. on December 23, 2021. The number of transferred shares is 31 million shares, and the nature of shares is non Tradable shares. After the share transfer is completed, China Thailand asset management holds 31 million shares of the company through China Thailand asset management plan, accounting for 5.17% of the total share capital of the company, and is the fifth largest shareholder of the company.
3、 Shareholding of relevant shareholders before and after the share transfer agreement
Before and after the transfer of shares under this agreement, the shareholding of Mr. Jiang Chunhua, Mr. Chen Xianlong and their concerted actors, Mr. Fang Wen and Mr. Luo Xinwei, are as follows:
Before the transfer of this Agreement and after the transfer of this Agreement
Shareholder name
Nature of shares in total share capital in total share capital number of shares (shares) number of shares (shares)
Proportion proportion
Total shares held 11502713719.18% 9402713715.67%
Jiang Chunhua, including: shares with unlimited sales conditions 287567844.79% 77567841.29%
Shares with limited sales conditions 8627035314.38%
Total shares held: 6813111611.36%
Including: shares with unlimited sales conditions 108279541.81% 108279541.81%
Shares with limited sales conditions 573031629.55%
Total shares held: 7640421612.74%
Luo Xinwei, including: shares with unlimited sales conditions 191010543.18% 191010543.18%
Shares with limited sales conditions 573031629.55%
Total shares held: 594270009.91% 494270008.24%
Chen Xianlong, including 148567502.48% and 48567500.81% of shares with unlimited sales conditions
Shares with limited sales conditions 445702507.43%
Total shares held: 31898946953.18% 28798946948.01%
Total of which: 7354254212.26% 425427.09% of shares with unlimited sales conditions
Shares with limited sales conditions 24544692740.92%
Before and after the transfer of shares under this agreement, the shareholding of China Thailand asset management plan is as follows:
Before the transfer of this agreement, the nature of the name shares after the transfer of this agreement accounts for the proportion of the total share capital to the total share capital (shares) and the proportion of the number of shares (shares)
China Thailand asset management plan shares with unlimited sales conditions 00% 310000005.17%
4、 Other instructions
1. This equity change complies with the measures for the administration of the acquisition of listed companies, several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies, detailed rules for the implementation of the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock exchange and other relevant laws, regulations, normative documents and the articles of association, There is no violation of the performance of public commitments and the reduction plan, and there is no case that the company's shares shall not be reduced during the reduction period.
2. After the completion of the transfer registration procedures of the share agreement, the share changes of relevant shareholders will be carried out in strict accordance with the provisions on the reduction of shares held by shareholders and directors, supervisors and senior managers of listed companies, the implementation rules for the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange and other relevant provisions.
3. This equity change will not lead to changes in the company's controlling shareholders and actual controllers, and will not have an impact on the company's governance structure and sustainable operation. Please invest rationally and pay attention to investment risks. 5、 Documents for future reference
1. Confirmation of securities transfer registration issued by China Securities Depository and Clearing Co., Ltd.
It is hereby announced.
Beijing Forever Technology Co.Ltd(300365) board of directors December 24, 2021
