Securities code: Dayu Water-Saving Group Co.Ltd(300021) securities abbreviation: Dayu Water-Saving Group Co.Ltd(300021) Announcement No.: 2022030 bond Code: 123063 bond abbreviation: Dayu convertible bond
Dayu Water-Saving Group Co.Ltd(300021)
Announcement on changing the registered capital and amending the corresponding provisions of the articles of Association
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.
Dayu Water-Saving Group Co.Ltd(300021) (hereinafter referred to as “the company”) held the 62nd (Interim) meeting of the 5th board of directors and the 40th (Interim) meeting of the 5th board of supervisors on March 8, 2022, and deliberated and adopted the proposal on the proposed change of the company’s registered capital and the amendment of the corresponding provisions of the articles of association. The specific amendments to the articles of association are as follows:
1、 Details of change of registered capital
1. With the approval of “zjxk [2020] No. 1245” document of China Securities Regulatory Commission, the company publicly issued 6.38 million convertible corporate bonds on July 28, 2020, with a face value of 100 yuan each and a total issuance amount of 638 million yuan. With the consent of SZS [2020] No. 733 document of Shenzhen Stock Exchange, the company’s 638 million yuan convertible corporate bonds will be listed and traded in Shenzhen Stock Exchange from August 20, 2020. The bonds are referred to as “Dayu convertible bonds” for short and the bond code is “123063”. According to the regulations of the Shenzhen Stock Exchange GEM Listing Rules and the prospectus of Dayu Water-Saving Group Co.Ltd(300021) Co., Ltd. for the public offering of convertible corporate bonds on the gem, the convertible bond conversion period of this issuance starts from the first trading day after the expiration of 6 months from the date of the end of the issuance of convertible bonds (August 3, 2020) to the maturity date of convertible bonds, From February 3, 2021 to July 27, 2026. Since the 55th meeting of the 5th board of directors, the company has converted 9148 shares of “Dayu convertible bonds”.
2. The reply on Approving the registration of Dayu Water-Saving Group Co.Ltd(300021) to issue shares to specific objects (zjxk [2022] No. 325) issued by China Securities Regulatory Commission approved that Dayu Water-Saving Group Co.Ltd(300021) (hereinafter referred to as “the company”) issued 58593750 shares to specific objects through simple procedures in 2021, with an issue price of 5.12 yuan / share and a total raised capital of 30000000 yuan, After deducting the issuance expenses of 947037735 yuan (excluding value-added tax) related to the issuance of shares to specific objects, the net amount of funds raised by the company this time is 29052962265 yuan. As of the disclosure date of this announcement, the above-mentioned new
The additional shares were listed on the Shenzhen Stock Exchange gem on March 8, 2022.
3. On March 8, 2022, the company held the 62nd (Interim) meeting of the 5th board of directors and the 40th (Interim) meeting of the 5th board of supervisors to consider and approve the proposal on repurchase and cancellation of some restricted shares in the 2021 restricted stock incentive plan. In view of the resignation of four equity incentive objects of the company for personal reasons, Losing the qualification to participate in the incentive plan as an incentive object, the company agrees to repurchase and cancel a total of 565000 restricted shares granted to the above four incentive objects but not lifted.
2、 The review procedure of changing the registered capital and amending the articles of Association
On March 8, 2022, the company held the 62nd (Interim) meeting of the 5th board of directors and the 40th (Interim) meeting of the 5th board of directors, deliberated and approved the proposal on the proposed change of the company’s registered capital and the amendment of the corresponding provisions of the articles of association, in order to successfully handle the registration of the change of the company’s registered capital and the filing of the articles of association, The board of directors requests the general meeting of shareholders to authorize the board of directors of the company to designate special personnel to handle relevant procedures. This amendment will take effect after being deliberated and approved by the company’s first extraordinary general meeting in 2022.
3、 Revision of the articles of Association
The main specific amendments to the articles of association are as follows:
Before and after amendment
Article 6 the registered capital of the company is RMB 801066131 and the registered capital of the company is RMB 859104029
Yuan Yuan
Article 19 the total number of shares of the company is 801066131, and the total number of shares of the company is 859104029, all of which are
Common stock. Common stock.
4、 Other explanatory matters
Except for the above amendments, other contents of the articles of association remain unchanged. The change of the company’s registered capital and the revision of relevant articles of association shall be subject to the final approval of the administrative department of industry and commerce registration.
It is hereby announced.
Dayu Water-Saving Group Co.Ltd(300021) board of directors March 9, 2022