Securities code: 600538 securities abbreviation: Beihai Gofar Chuanshan Biological Co.Ltd(600538) Announcement No.: pro 2021-075
Beihai Guofa Chuanshan Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd
With regard to the suggestive announcement on the disclosure of the report on changes in equity by the controlling shareholders and persons acting in concert, the board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. ● the way of this equity change is:
From January 4, 2021 to December 23, 2021, Zhu rongjuan, the controlling shareholder of Beihai Guofa Chuanshan Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd. (hereinafter referred to as “the company”) and Yao Fangyuan, the person acting in concert, reduced 22.745 million shares of the company through centralized bidding and block trading, with a total reduction ratio of 4.38%. On July 28, 2021, the company issued shares non publicly. Due to the information disclosure obligor (Zhu rongjuan and Yao Fangyuan) did not participate in the subscription of the non-public offering. After the non-public offering, the proportion of shares held by Zhu rongjuan and Yao Fangyuan in total decreased by 0.59%.
In conclusion, the total equity held by Zhu rongjuan and Yao Fangyuan decreased by 5%.
● this equity change does not touch the tender offer and will not lead to changes in the controlling shareholders and actual controllers of the company.
1、 Basic information of changes in equity
Ms. Zhu rongjuan and Ms. Yao Fangyuan hold 65% and 16% shares of Nanning dongfangzhixing Real Estate Development Co., Ltd. respectively. According to the measures for the administration of the acquisition of listed companies, Zhu rongjuan and Yao Fangyuan formed a concerted action relationship.
(i) The information disclosure obligors accumulatively reduce the shares of the company through centralized bidding trading and block trading
From January 4, 2021 to December 23, 2021, Zhu rongjuan and Yao Fangyuan reduced their total holdings of 22.745 million shares of the company through centralized bidding and block trading, with a total reduction ratio of 4.38%.
The details of share reduction by the information disclosure obligor are as follows:
Shareholder name change method change date change quantity (shares)
Zhu rongjuan’s holdings reduction in centralized bidding transactions 2021 / 1 / 14570000
Block trading reduction 2021 / 1 / 15-2021 / 2 / 239 million
Block trading reduction 2021 / 11 / 233080000
Centralized bidding transaction reduction 2021 / 12 / 61920000
Block trading reduction 2021 / 12 / 231150000
Centralized bidding transaction reduction 2021 / 12 / 2325000
Yao Fangyuan’s block trading reduction from July 30, 2021 to August 27, 2021
Total 22745000
The above matters are detailed in the announcements disclosed by China Securities Journal, Shanghai Securities News, securities times, securities daily and the website of Shanghai Stock Exchange on February 25, 2021, August 4, 2021 and December 25, 2021.
（2） Passive dilution of information disclosure obligor’s shares due to non-public offering of shares in 2021
On July 28, 2021, The company completed the non-public issuance of RMB common shares (A shares) work related to 12427005 shares. The total share capital of the company increased from 511771343 shares to 524198348 shares. Since the information disclosure obligor did not participate in the subscription of shares in this non-public offering, after the end of this non-public offering, the total number of shares held by the information disclosure obligor remained unchanged, and the shareholding ratio was passively diluted by 0.59%.
Based on the above, the total equity of the company held by the information disclosure obligor decreased by 5%.
（3） Number and proportion of shares held by the information disclosure obligor before and after the change of equity
Before and after this equity change
Name of shareholder
Number of shares (shares) shareholding ratio number of shares (shares) shareholding ratio
Zhu rongjuan 11468054222.41% 9893554218.87%
Yao Fangyuan 210000004.10% 140000002.67%
Total 13568054226.51% 11293554221.54%
2、 Other relevant instructions
1. After this equity change, the controlling shareholder and actual controller of the company have not changed, that is, Zhu rongjuan is still the controlling shareholder of the company, and Zhu rongjuan and Peng Tao are still the actual controllers of the company.
2. This change in equity will not lead to a change in the company’s control, a major adverse change in the company’s fundamentals, and an impact on the company’s continuing operations.
3. The information disclosure obligors (Zhu rongjuan and Yao Fangyuan) have prepared the simplified equity change report. For details, see the simplified equity change report of Beihai Guofa Chuanshan Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd. disclosed by the company on December 27, 2021.
4. Implementation of Zhu rongjuan’s share reduction plan
On November 15, 2021, Zhu rongjuan disclosed the share reduction plan. From December 6, 2021 to March 5, 2022, it is planned to reduce the shares of the company through centralized bidding, which shall not exceed 1% of the total share capital of the company.
By December 23, 2021, Zhu rongjuan had reduced 1945000 shares of the company (accounting for 0.37% of the total share capital of the company) through centralized bidding transaction in accordance with the above reduction plan. The reduction plan is still in progress.
The company will continue to pay attention to the progress of the implementation of its share reduction plan, and timely perform the obligation of information disclosure in accordance with relevant regulations.
It is hereby announced.
Beihai Guofa Chuanshan Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd
Board of directors
December 27, 2021
