Securities code: 000408 securities abbreviation: Zangger mining Announcement No.: 2021-145
Zangge Mining Co., Ltd
Announcement on the signing of the supplementary agreement to the share transfer agreement by the controlling shareholders
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.
Important content tips:
1、 Tibet Zangger Venture Capital Group Co., Ltd. (hereinafter referred to as “Zangger group”), the controlling shareholder of Zangger Mining Co., Ltd. (hereinafter referred to as “the company”), and Ningbo qingchuyu blue equity investment partnership (limited partnership) (hereinafter referred to as “qingchulan”) and Guosen Securities Co.Ltd(002736) Co., Ltd. (hereinafter referred to as ” Guosen Securities Co.Ltd(002736) ” on December 13, 2021 ）The signed share transfer agreement shall be terminated from the date of signing the supplementary agreement to the share transfer agreement (hereinafter referred to as the “supplementary agreement”).
2、 One share transfer agreement signed by Zanger group with Ningbo Meishan bonded port area Xinsha Hongyun Investment Management Co., Ltd. (hereinafter referred to as “Xinsha Hongyun”) and Guosen Securities Co.Ltd(002736) on December 13, 2021 continues to be implemented; two copies signed by Sichuan Yonghong Industry Co., Ltd. (hereinafter referred to as “Yonghong industry”) with Xinsha Hongyun and Guosen Securities Co.Ltd(002736) on December 13, 2021 The share transfer agreement continues to be implemented.
1、 Overview of share transfer agreement
Recently, the company received a notice from the controlling shareholder Zangger group, Zangger Group signed the supplementary agreement to the share transfer agreement (hereinafter referred to as the “supplementary agreement”) with QingChu Yulan and Guosen Securities Co.Ltd(002736) on December 27, 2021. According to the supplementary agreement, QingChu Yulan gave up the transfer of 44248022 shares transferred by Zangger group (accounting for 2.25% of the total shares of the company), and the original equity transfer agreement was terminated.
The share transfer agreement signed by Zangger group with Xinsha Hongyun and Guosen Securities Co.Ltd(002736) on December 13, 2021, 128575019 shares (accounting for 6.52% of the total shares of the company) to be transferred continue to be executed; the two share transfer agreements signed by Yonghong industry with Xinsha Hongyun and Guosen Securities Co.Ltd(002736) on December 13, 2021, and 85113884 shares (accounting for 4.32% of the total shares of the company) to be transferred continue to be executed. For details, please refer to the information disclosed by the company on cninfo.com on December 15, 2021 Suggestive announcement on the transfer of some shares by agreement between the controlling shareholders and their persons acting in concert (Announcement No.: 2021-133).
2、 Specific contents of the supplementary agreement
(i) Basic information of the three parties to the supplementary agreement
1. Transferor
Transferor (Party A): Tibet zangge Venture Capital Group Co., Ltd
Legal representative: Xiao Yongming
Contact address: Room 308, office building 4, management committee of Tibetan Youth Industrial Park, Golmud City, Qinghai Province
Unified social credit Code: 91632801579707524c
2. Transferee
Transferee (Party B): Ningbo QingChu Yulan equity investment partnership (limited partnership)
Executive partner: Shanghai Jinsha Equity Investment Fund Management Co., Ltd
Appointed representative of executive partner: Xu Lei
Address: m1100, zone B, Room 401, building 1, No. 88, Qixing Road, Meishan, Beilun District, Ningbo, Zhejiang
Unified social credit Code: 91330206ma2h6wta2d
3. Pledgee
Pledgee (Party C): Guosen Securities Co.Ltd(002736)
Legal representative: Zhang Nasha
Address: 16th to 26th floors of Guosen Securities Co.Ltd(002736) building, No. 1012, Hongling Middle Road, Luohu District, Shenzhen
Unified social credit Code: 914403001922784445
（2） Main contents of supplementary agreement
On December 13, 2021, Party A, Party B and Party C signed the share transfer agreement between Guosen Securities Co.Ltd(002736) and Ningbo QingChu Yulan equity investment partnership (limited partnership) on the shares of Zanger Mining Co., Ltd. held by Tibet Zanger Venture Capital Group Co., Ltd. (hereinafter referred to as the “original agreement”). Now, through friendly negotiation, the parties have reached the following further agreements:
1. The parties terminate the original agreement by consensus, that is, the original agreement will no longer be performed.
2. The amendments and supplements to the original agreement in this supplementary agreement shall be subject to the provisions of this supplementary agreement. If this supplementary agreement is not modified, it shall still be implemented in accordance with the original agreement.
3. This Agreement shall be established and come into force from the date when the legal representatives or authorized representatives of Party A, Party B and Party C sign / seal and affix the official seal / special seal for contract, that is, it shall be binding on the three parties.
4. This agreement is made in sextuplicate, with Party A, Party B and Party C holding two copies respectively. Each agreement has the same legal effect.
3、 Other relevant instructions
The signing of this supplementary agreement does not violate the provisions of laws, administrative regulations, departmental rules, normative documents and the business rules of Shenzhen Stock Exchange, such as the securities law, the measures for the administration of the acquisition of listed companies, the detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange. 4、 Documents for future reference
1. Supplementary agreement to share transfer agreement.
It is hereby announced.
Board of directors of zangge Mining Co., Ltd. December 28, 2021
