Securities code: H&R Century Union Corporation(000892) securities abbreviation: H&R Century Union Corporation(000892) Announcement No.: 202215
H&R Century Union Corporation(000892)
Announcement on the waiting for freezing of the shares of shareholders holding more than 5% of the company
The company and all members of the board of directors guarantee that the information disclosed is true, accurate, complete and free from falsehood
Records, misleading statements or material omissions.
H&R Century Union Corporation(000892) (hereinafter referred to as "the company") recently passed the China securities registration and settlement
According to the inquiry of Shenzhen Branch of the company, Ms. Zhong Junyan, the shareholder of the company (with Zhejiang huanrui, Chen Yuan
Zhong Jinzhang, Chen Ping and Zhong Kaiyang are persons acting in concert and hold 125225114 shares of the company in total
Among them, the number of shares with limited sales conditions is 118091471 shares, and the number of shares with unlimited sales conditions is 7133643
Shares], accounting for 12.77%, the shares of the company held by the company were waiting to be frozen. The relevant confirmation is now announced as follows:
Below:
1、 Basic information of share freeze
1. Basic information of shares waiting to be frozen
Whether the shareholder is the controlling shareholder waiting to freeze its share of the total of the company
Name or number of shares of the largest shareholder (share) share proportion share capital proportion entrustment date waiting period waiting authority reason and person acting in concert
Zhong Junyan no note 1042414617.21% 1.06% Hangzhou Binjiang waiting list 36 months in 2022 frozen by the District People's Court on February 21
Note: Zhong Junyan is the actual controller in the past 12 months. Since the actual controller changed on September 30, 2021, Zhong Junyan is no longer the actual controller
International controller. (for details, please refer to the information disclosed by the company in the securities times, securities daily and China Securities Journal on October 8, 2021
Shanghai Securities News and the announcement on the change of the actual controller of the company on cninfo.com).
2. Basic information of accumulated frozen shares
As of the disclosure date of this announcement, the cumulative frozen shares of Zhejiang huanrui and its persons acting in concert are as follows:
Name of shareholder number of shares (shares) shareholding proportion cumulative frozen number of shares in the total shares of the company
Share ratio
Zhong Junyan 605692596.17% 60569259100% 6.17%
Chen Yuan 119341961.22% 11934196100% 1.22%
Zhejiang huanrui 491941115.01% 49194111100% 5.01%
Zhong Jinzhang 23574120.24% 2357412100% 0.24%
Total 12405497812.65% 124054978100% 12.65%
The cumulative frozen shares of Zhejiang huanrui and its persons acting in concert are as follows:
Name of shareholders number of shares (shares) shareholding ratio accumulated frozen by waiting to account for their total shares of the company
Number of shares
Zhong Junyan 605692596.17% 70993405117.21% 7.23%
Chen Yuan 119341961.22% 23868392200% 2.44%
Zhejiang huanrui 491941115.01% 98388222200% 10.03%
Total 12169756612.40% 193250019158.80% 19.70%
2、 Impact on the company and risk tips
1. The company's shares held by Ms. Zhong Junyan are waiting to be frozen due to their contract disputes. The shareholders are actively resolving the matter, and the company will pay attention to the progress of the matter in time.
2. The financial statements of huanrui film and television in 2018 were issued with a qualified opinion audit report (TJs [2019] No. 8-250); In 2019, the company's financial statements were issued with the audit report with non-standard audit opinion (ZTY [2020] SZ No. 90452); in 2020, the company's financial statements were issued with the audit report with non-standard audit opinion (ZTY [2021] SZ No. 90448).
(for details, please refer to the audit report of H&R Century Union Corporation(000892) (Dongyang) film and television media Co., Ltd., 2019 annual audit report and 2020 annual audit report disclosed by the company in securities times, Securities Daily, China Securities Journal, Shanghai Securities News and cninfo.com on April 30, 2019, 2020 and April 30, 2021 ）In view of the matters involved in the above reservations, the accumulated realized profits of huanrui film and television in the performance commitment period from 2016 to 2018 may not be determined. After the uncertainty of the above matters is eliminated, the completion of huanrui film and television's performance commitment will be finally confirmed. Therefore, the performance commitment of the actual controller has not been fulfilled. According to the relevant agreements signed during the company's major asset restructuring in 2016, the shares frozen by the concerted action of the actual controller this time involve the obligation of performance compensation. Therefore, if the above-mentioned shares are auctioned, according to the regulations, the transferee shall undertake the relevant commitments involved in this part of shares at the same time, that is, the performance compensation commitments and other relevant commitments involved in the above-mentioned restructuring, If huanrui film and television fails to fulfill its performance commitment, there is a risk that this part of the shares will be used to fulfill the performance compensation obligation.
3. Ms. Zhong Junyan, the shareholder of the above frozen shares, is a shareholder holding more than 5% of the company and is not a controlling shareholder or actual controller. The freezing of the above shareholders will not affect the normal production and operation of the company.
4. The company will actively pay attention to the progress of the above matters and urge the above shareholders to timely perform the obligation of information disclosure in accordance with the relevant provisions of laws and regulations. The information disclosure media designated by the company are securities times, Securities Daily, China Securities News, Shanghai Securities News and cninfo. All information of the company is subject to the information disclosed in the above designated media. Please pay attention to the relevant progress announcements and pay attention to the investment risks. 3、 Documents for future reference
China Securities Depository and Clearing Co., Ltd. Shenzhen Branch securities waiting freeze data sheet.
It is hereby announced.
H&R Century Union Corporation(000892) board of directors March 8, 2002
