Hangzhou Freely Communication Co.Ltd(603602)
Short form equity change report
Name of listed company: Hangzhou Freely Communication Co.Ltd(603602) stock listing place: Shanghai Stock Exchange Stock abbreviation: Hangzhou Freely Communication Co.Ltd(603602) Stock Code: Hangzhou Freely Communication Co.Ltd(603602) information disclosure obligor 1: Su Weifeng domicile / mailing address: Gongshu District, Hangzhou City, Zhejiang Province information disclosure obligor 2: Lin Aihua domicile / mailing address: Gongshu District, Hangzhou City, Zhejiang Province information disclosure obligor 3: Lin Wei domicile / mailing address Address: Gongshu District, Hangzhou City, Zhejiang Province information disclosure obligor 4: Zhang Liping address / mailing address: Gongshu District, Hangzhou City, Zhejiang Province
Information disclosure obligor 5: Su Qingru domicile / mailing address: Gongshu District, Hangzhou City, Zhejiang Province nature of equity change: reduction of shares and reduction of shareholding ratio (due to passive dilution caused by reduction of holdings and convertible bonds to shares)
Date of signature: March 8, 2002
Statement of information disclosure obligor
1、 This report is in accordance with the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), the measures for the administration of the acquisition of listed companies (hereinafter referred to as the “acquisition measures”), the standards for the contents and forms of information disclosure by companies offering securities to the public No. 15 – Report on changes in equity (hereinafter referred to as the “standard 15”) and relevant laws Preparation of regulations and normative documents.
2、 The information disclosure obligor does not need authorization and approval to sign this report.
3、 In accordance with the provisions of the securities law, the acquisition measures and No. 15 standard, this report has fully disclosed the changes in the shares in which the information disclosure obligor has an interest in Hangzhou Freely Communication Co.Ltd(603602) .
As of the signing date of this report, except for the information disclosed in this report, the above information disclosure obligor has not increased or reduced its shares in Hangzhou Freely Communication Co.Ltd(603602) in any other way.
4、 This equity change is based on the information stated in this report. The information disclosure obligor has not entrusted or authorized any other person to provide information not listed in this report and make any explanation or explanation to this report.
5、 The information disclosure obligor promises that there are no false records, misleading statements or major omissions in this report, and will bear individual and joint legal liabilities for its authenticity, accuracy and completeness.
catalogue
interpretation…… Section 1 Introduction to information disclosure obligors six
1、 Basic information of information disclosure obligor six
2、 Information disclosure obligors holding more than 5% shares of other listed companies seven
3、 Relationship between information disclosure obligors seven
Section II purpose of equity change and shareholding plan nine
1、 Purpose of this equity change nine
2、 The information disclosure obligor will continue to increase or reduce its holdings in the next 12 months nine
Section III method of equity change ten
1、 Shares of listed companies held before this equity change ten
2、 Changes in equity this time 10 III. information disclosure obligations that should be disclosed by directors, supervisors and senior managers of listed companies 11
4、 Restrictions on the rights of shares in which the information disclosure obligor has interests in the listed company twelve
Section IV trading of listed shares in the first six months Section V other major matters Section VI documents for future reference Section VII declaration of information disclosure obligor 16 schedule seventeen
In this report, unless the context otherwise requires, the following abbreviations have the following specific meanings:
Information disclosure obligors refer to Su Weifeng, Lin Aihua, Lin Wei, Zhang Liping and Su Qingru
Hangzhou Freely Communication Co.Ltd(603602) , listed company, refers to Hangzhou Freely Communication Co.Ltd(603602)
company
This report refers to Hangzhou Freely Communication Co.Ltd(603602) simplified equity change report
The information disclosure obligors reduced the shares of listed companies through the secondary market. This equity change refers to the passive dilution of shares caused by the conversion of convertible bonds into shares of listed companies, resulting in the total proportion of shares of listed companies held by information disclosure obligors from 407408% to 357408%.
Shanghai Stock Exchange and stock exchange refer to Shanghai Stock Exchange
CSRC refers to the China Securities Regulatory Commission
Convertible bonds and vertical and horizontal convertible bonds refer to 2.7 million A-share convertible corporate bonds publicly issued by the company on April 17, 2020
Section 1 information disclosure obligations of introducers
1、 Basic information of information disclosure obligor
(I) information disclosure obligor I
1. Name: Su Weifeng (former name: none)
2. Gender: Male
3. Nationality: China
4. ID number: 33032719660719
5. Address / mailing address: Gongshu District, Hangzhou City, Zhejiang Province
6. Whether to obtain the right of residence in other countries or regions: no
(II) information disclosure obligor II
1. Name: Lin Aihua (former name: none)
2. Gender: Female
3. Nationality: China
4. ID number: 33032719690317
5. Address / mailing address: Gongshu District, Hangzhou City, Zhejiang Province
6. Whether to obtain the right of residence in other countries or regions: no
(III) information disclosure obligor III
1. Name: Lin Wei (former name: none)
2. Gender: Male
3. Nationality: China
4. ID number: 33032719740710
5. Address / mailing address: Gongshu District, Hangzhou City, Zhejiang Province
6. Whether to obtain the right of residence in other countries or regions: no
(IV) information disclosure obligor IV
1. Name: Zhang Liping (former name: none)
2. Gender: Female
3. Nationality: China
4. ID number: 33032719700728
5. Address / mailing address: Gongshu District, Hangzhou City, Zhejiang Province
6. Whether to obtain the right of residence in other countries or regions: no
(V) information disclosure obligor 5
1. Name: Su Qingru (former name: none)
2. Gender: Male
3. Nationality: China
4. ID number: 33032719961013
5. Address / mailing address: Gongshu District, Hangzhou City, Zhejiang Province
6. Whether to obtain the right of residence in other countries or regions: No. II. Information disclosure obligors holding more than 5% shares of other listed companies
As of the signing date of this report, except for Hangzhou Freely Communication Co.Ltd(603602) , Su Weifeng, Lin Aihua, Lin Wei, Zhang Liping and Su Qingru, the information disclosure obligors, have no equity shares in other domestic and overseas listed companies that reach or exceed 5% of the issued shares of the company.
3、 Relationship between information disclosure obligors
Su Weifeng, the information disclosure obligor, is the controlling shareholder of the company. Lin Aihua is Su Weifeng’s spouse, Lin Wei is Lin Aihua’s brother, Zhang Liping is Su Weifeng’s sister-in-law, and Su Qingru is Su Weifeng’s nephew. According to Article 83 of the measures for the administration of the acquisition of listed companies, the information disclosure obligors Su Weifeng, Lin Aihua, Lin Wei, Zhang Liping and Su Qingru form a relationship of concerted action.
Section II purpose of equity change and shareholding plan
1、 Purpose of this equity change
This equity change is due to the passive dilution of the shareholding ratio of information disclosure obligors Su Weifeng, Lin Aihua, Lin Wei, Zhang Liping and Su Qingru due to the conversion of the company’s convertible bonds into shares, and the reduction of the number and proportion of shares held by Lin Aihua, Lin Wei, Zhang Liping and Su Qingru due to their own capital needs. Before and after this equity change, the proportion of shares held by information disclosure obligors decreased from 407408% to 357408%, of which passive dilution led to a decrease of 0.0017%, reduction of shares led to a decrease of 4.9983% and a total decrease of 5.00%; The total number of shares of the company held by the information disclosure obligors was reduced from 83046046 shares to 72857234 shares. 2、 The information disclosure obligor will continue to increase or reduce its holdings in the next 12 months
(I) as of the signing date of this report, the information disclosure obligor has no plans and arrangements to increase the shares of the listed company in the next 12 months.
(II) information disclosure obligors Zhang Liping and Su Qingru adopted Hangzhou Freely Communication Co.Ltd(603602) to disclose the reduction plan on February 12, 2022. For details, see the company’s website at Shanghai Stock Exchange (www.sse. Com. CN.) The announcement of Hangzhou Freely Communication Co.Ltd(603602) shareholders and supervisors on the plan of share reduction through centralized bidding (Announcement No.: 2022003) disclosed. As of the signing date of this report, Zhang Liping, the information disclosure obligor, has reduced 52100 shares, accounting for 0.0256% of the current total share capital of the company; Su Qingru has reduced 300000 shares, accounting for 0.1472% of the company’s total share capital. The share reduction plan has not been implemented yet.
(III) after this equity change, the information disclosure obligor will further reduce its shares in the listed company in the next 12 months according to its own needs according to the disclosed reduction plan within the scope permitted by relevant laws and regulations. In case of relevant equity changes, the information disclosure obligor will perform the information disclosure obligations in strict accordance with the provisions.
Section III changes in equity
1、 Shares of listed companies held before this equity change
Before this equity change, the total share capital of the company was 203840000 shares, and the information disclosure obligors held 83046046 shares in total, accounting for 407408% of the total share capital of the company. The specific shareholding is as follows:
Name number of shares (shares) in total share capital
Su Weifeng 62284331305555%
Lin Aihua 101920005.0000%
Lin Wei 33974001.6667%
Zhang Liping 58983152.8936%
Su Qingru 12740000.6250%
Total 83046046407408%
2、 Changes in equity this time
1. Passive dilution of shareholding ratio due to the conversion of convertible bonds into shares
With the approval of zjxk [2019] No. 2580 document of China Securities Regulatory Commission, the company publicly issued 2.7 million convertible bonds on April 17, 2020, with a face value of 100 yuan each, a total issuance amount of 270 million yuan and a term of 6 years. With the consent of self regulatory decision [2020] No. 124 of Shanghai Stock Exchange, the company’s convertible bonds were listed and traded in Shanghai Stock Exchange on May 22, 2020. The bonds are referred to as “vertical and horizontal convertible bonds” for short and the bond code is “113573”.
According to the provisions of the prospectus for Hangzhou Freely Communication Co.Ltd(603602) public offering of A-share convertible corporate bonds and relevant provisions, “vertical and horizontal convertible bonds” can be converted into shares of the company from October 23, 2020. From October 23, 2020 to the signing date of this report, a total of 1670 “vertical and horizontal convertible bonds” have been converted into shares, the total share capital of the company has increased from 203840000 shares to 203848872 shares, and the proportion of shares held by information disclosure obligors has been passively diluted by 0.0017%.
2. Reduction of shares of the company in the secondary market
Name reduction method reduction date reduction amount in total share capital
Su Qingru centralized bidding transaction from September 15, 2020 to September 17, 2020261000.0128%
Lin Aihua bulk trading 15568000.7637% on September 25, 2020
Zhang Liping bulk trading on September 25, 202025200001.2363%
Su Qingru centralized bidding transaction
