Citic Securities Company Limited(600030)
About Allmed Medical Products Co.Ltd(002950)
Verification opinions on the listing and circulation of issued shares before initial public offering
Citic Securities Company Limited(600030) (hereinafter referred to as " Citic Securities Company Limited(600030) " or "sponsor") is a sponsor of Allmed Medical Products Co.Ltd(002950) (hereinafter referred to as " Allmed Medical Products Co.Ltd(002950) " or "company") for initial public offering, listing and continuous supervision, In accordance with the relevant provisions of the measures for the administration of securities issuance and listing recommendation business, the guidelines for self regulatory supervision of listed companies of Shenzhen Stock Exchange No. 13 - recommendation business, the stock listing rules of Shenzhen Stock Exchange and the guidelines for self regulatory supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, Checked the listing and circulation of the issued shares before the Allmed Medical Products Co.Ltd(002950) initial public offering, and issued the following verification opinions:
1、 Basic information of the lifting of restricted shares this time
(I) initial public offering of shares
With the consent of the reply on approving Allmed Medical Products Co.Ltd(002950) initial public offering (zjxk [2019] No. 214) of China Securities Regulatory Commission and the notice on the listing of Allmed Medical Products Co.Ltd(002950) RMB common shares (SZS [2019] No. 99) of Shenzhen Stock Exchange, Allmed Medical Products Co.Ltd(002950) initial public offering of 48 million RMB ordinary shares was listed on Shenzhen Stock Exchange on March 11, 2019. After the initial public offering of shares, the total share capital of the company is 422176938 shares, including 48000000 tradable shares with unlimited conditions and 374176938 tradable shares with limited conditions.
(II) changes in share capital of the company
On May 20, 2020, the company held the 2019 annual general meeting of shareholders, deliberated and approved the proposal on 2019 profit distribution and capital reserve conversion to share capital, and distributed cash dividends of RMB 6.00 (including tax) for every 10 shares to all shareholders based on the total share capital of 42217693800 shares, with a total of RMB 25330616280 (including tax), The remaining undistributed profits shall be carried forward for subsequent annual distribution, and the capital reserve shall be converted into share capital, with 5 shares added for every 10 shares. The above equity distribution plan has been implemented on June 5, 2020. After increasing the share capital, the total share capital of the company has been changed from 422176938 shares to 633265407 shares.
2、 Commitments and performance of shareholders applying for lifting share restrictions this time
The total number of shareholders applying for lifting the restrictions on the sale of shares is 7, including:
1. Three corporate shareholders: Zhijiang Jinmei investment management service department (limited partnership) (hereinafter referred to as "Zhijiang Jinmei"), Qianjiang Puxiang enterprise management center (limited partnership) (formerly known as Ezhou Changjiang Puhui medical equity investment management center (limited partnership), hereinafter referred to as "Qianjiang Puxiang") Zhijiang Zhimei investment management service department (limited partnership) (hereinafter referred to as "Zhijiang Zhimei").
2. There are 4 natural person shareholders: Cui Jinhai, Wan Xiaoxiang, Cui Hui and Cui Xingwei.
(I) commitments made by the above shareholders in the company's listing announcement on share locking and shareholding intention
Commitment type and commitment term
1. Within 36 months from the listing and trading date of Allmed Medical Products Co.Ltd(002950) shares in the stock exchange, this
The owner does not transfer or entrust others to manage the Allmed Medical Products Co.Ltd(002950) capital directly or indirectly held by him
Allmed Medical Products Co.Ltd(002950) will not repurchase the shares held before the public offering
shares. For the public offering based on Allmed Medical Products Co.Ltd(002950) held directly or indirectly by me
Bonus shares, converted share capital and other shares enjoyed by the shares held before the shares are also subject to
Abide by the above agreement on lock period.
2. If the shares are reduced within 2 years after the expiration of the above lock-in period, the reduction price of these shares is not low
The issue price of the initial public offering Allmed Medical Products Co.Ltd(002950) within 6 months after listing
The closing price of American Medical shares for 20 consecutive trading days is lower than the issue price, or listed
The closing price at the end of the last six months is lower than the issue price, and I directly or indirectly hold Ogilvy medical
The lock up period of the company's controlled shares is automatically extended by 6 months.
Shares 3 After the expiration of the above lock-in period, I am a director, supervisor or senior manager of Allmed Medical Products Co.Ltd(002950) company
During the period of being a real manager, the shares transferred each year shall not exceed Allmed Medical Products Co.Ltd(002950) held by me
25% of the total number of IPO shares under international control; Purchase Allmed Medical Products Co.Ltd(002950) shares within six months after the sale, March 2019
If the person Cui Jinding and the company sell Allmed Medical Products Co.Ltd(002950) shares within six months after the restricted commitment or purchase, the proceeds will belong to Haihai and wannuomi medical from August 11 to August 11; Within six months after my resignation, I will not transfer my direct or indirect holding of March 2022
Allmed Medical Products Co.Ltd(002950) shares of Xiaoxiang and. Within 12 months after I declare to leave office for six months, I will pass 11 days
Cui Hui, the number of shares of the company listed and traded on the stock exchange accounts for Allmed Medical Products Co.Ltd(002950) I hold
The proportion of Cui Xingwei's total shares shall not exceed 50%. If I resign before the expiration of my term of office, I still undertake
Promise to continue to abide by it within the term of office determined at the time of taking office and within six months after the expiration of the term of office
The foregoing provisions.
4. After the expiration of the above lock up period, for the pre IPO shares of the company held by me
If the reduction is carried out by means of centralized bidding transaction, it shall be carried out for 90 consecutive months at will
Within a calendar day, the total number of shares reduced shall not exceed 1% of the number of shares of the company; Gather
If the reduction is made by block trading, the shareholding shall be reduced within 90 consecutive natural days
The total number of shares shall not exceed 2% of the total number of shares of the company; I will take measures to reduce my holdings
If the transfer method is discussed, the transferor and transferee shall continue to abide by the Shenzhen agreement within six months
Reduction of shareholders, directors, supervisors and senior managers of Listed Companies in Shenzhen Stock Exchange
The provisions of paragraph 1 of Article 4 of the detailed rules for the implementation of shares on the proportion of share reduction shall continue to be observed
Abide by the provisions of Article 13 and Article 14 on information disclosure.
5. I promise not to reduce my shares under any of the following circumstances: ① the company or the company
The person is suspected of securities and Futures Crimes and is being filed for investigation by the China Securities Regulatory Commission or prosecuted by the company
During the period when the judicial organ files a case for investigation, as well as when the administrative punishment decision and criminal judgment are made
Less than six months after the; ② I was arrested for violating the business rules of the stock exchange
The exchange publicly denounced those who have not reached three months.
6. If the company is under any of the following circumstances, the shares of the company shall be transferred from the date of making the relevant decision to the date of issuance
Before the termination or resumption of listing, I promise not to reduce my shares: ① the company
Fraudulent issuance or administrative punishment by CSRC due to violation of major information disclosure; ②
The company is suspected of the crime of fraudulent issuance or the crime of illegal disclosure and non disclosure of important information
He was transferred to the public security organ according to law.
7. During the period, if the company has ex right and ex interest matters such as dividend distribution, share distribution and conversion of share capital,
The above prices shall be adjusted accordingly. The reduction methods include the centralized bidding trading system of the stock exchange
Unified or block trading system. I will timely and fully fulfill the of share reduction
The obligation of information disclosure, as the controlling shareholder, actual controller and holding shares of the company
During the period of shareholders with more than 5%, the share reduction withdrawal will be issued three trading days before the reduction
Indicative announcement; As the controlling shareholder, actual controller and holding shares of the company
More than 5% of shareholders or directors, supervisors and senior managers
If the shares are reduced through centralized bidding, the reduction will be issued 15 trading days before the first sale
Hold suggestive announcement.
8. I will abide by the regulations of the CSRC on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies
Certain provisions, Shenzhen Stock Exchange, stock listing rules, Shenzhen Stock Exchange
Details on the implementation of share reduction by shareholders, directors, supervisors and senior managers of listed companies
Relevant provisions of the.
Indirect holding 1 Within 36 months from the listing and trading date of Allmed Medical Products Co.Ltd(002950) shares in the stock exchange, this
Any person of the company does not transfer or entrust others to manage the Allmed Medical Products Co.Ltd(002950) capital directly or indirectly held by him
Allmed Medical Products Co.Ltd(002950) will not repurchase the shares held before the sub public offering of shares
Controlling shares of the company. For the public offering based on Allmed Medical Products Co.Ltd(002950) held directly or indirectly by me
Bonus shares, converted share capital and other shares enjoyed by shares held before shares are also subject to
Dongshi IPO shares are subject to the above lock up period. March 2019
International control formulation and sales restriction commitment 2 Within 6 months after Allmed Medical Products Co.Ltd(002950) listing, if the closing price of Allmed Medical Products Co.Ltd(002950) shares from the 11th day of 20 consecutive trading days to the recent promise of the performing party is lower than the issuing price, or the closing price at the end of 6 months after listing is lower than the issuing price in March 2022
The lock up period of Allmed Medical Products Co.Ltd(002950) shares held directly or indirectly by my relative Cui Xingjia will be automatically extended for 11 days
Caizhi, 6 months.
Cui Cai 3 During the period, if the company has ex right and ex interest matters such as dividend distribution, share distribution and conversion of share capital,
The above prices of Yun and Li are adjusted accordingly. The reduction methods include the centralized bidding trading system of the stock exchange
Jinping, unified or block trading system.
Bai Dehou
Company shares 1 Within 12 months from the listing and trading date of Allmed Medical Products Co.Ltd(002950) shares in the stock exchange, this
Dongjinmei enterprise does not transfer or entrust others to manage Ogilvy medical directly or indirectly held by the enterprise. March 2019
The shares held before this public offering will not be repurchased by Allmed Medical Products Co.Ltd(002950) from the 11th to the 11th
Zhimei investment limited and restricted some shares. For the shares directly or indirectly held by the company, such as bonus shares, converted capital stock and other shares based on the shares held by Allmed Medical Products Co.Ltd(002950) the company before the completion of the capital contribution in March 2020 and the shares held by qiannuo Development Bank,
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Also abide by the above agreement on lock period.
Jiang Puxiang
2. After the expiration of the above lock-in period, before the initial public offering of the company held by the enterprise
If the shares are reduced by means of centralized bidding transaction, they shall be held for 90 consecutive months at any time
Within a natural day, the total number of shares reduced shall not exceed 1% of the number of shares of the company;
If the shares are reduced by block trading, the shares shall be reduced within 90 consecutive natural days
The total number of shares shall not exceed 2% of the total number of shares of the company; Reduction of the company's holdings
The transferor and transferee shall continue to abide by the agreement within six months
Shareholders, directors, supervisors and senior managers of Listed Companies in Shenzhen Stock Exchange
The provisions on the proportion of share reduction in paragraph 1 of Article 4 of the detailed rules for the implementation of share reduction shall also be continued
Continue to abide by the provisions of Article 13 and Article 14 on information disclosure.
3. The company will comply with the regulations of the CSRC on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies
Several provisions of the Shenzhen Stock Exchange, the stock listing rules of the Shenzhen Stock Exchange
Shareholders, directors and supervisors of listed companies on the exchange
