Simplified equity change report
Name of listed company: Leysen Jewelry Inc(603900) stock listing place: Shanghai Stock Exchange Stock abbreviation: Leysen Jewelry Inc(603900) Stock Code: 603900 information disclosure obligor 1: Wang Lili domicile: Gulou District, Nanjing information disclosure obligor 2: Nanjing Kefu Rongguang enterprise consulting partnership (limited partnership) domicile: No. 95, Houzaimen West Village, Xuanwu District, Nanjing nature of equity change: increase
Signed on: December 30, 2021
Statement of information disclosure obligor
1、 The information disclosure obligor shall, in accordance with the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”) and the administrative measures for the acquisition of listed companies (hereinafter referred to as the “administrative measures for the acquisition”) This equity change report is prepared in accordance with the standards for the contents and forms of information disclosure by companies offering securities to the public No. 15 – equity change report (hereinafter referred to as “Standards No. 15”) and other relevant laws and regulations.
2、 The information disclosure obligor has obtained necessary authorization and approval for signing this equity change report, and its performance does not violate or conflict with any provision in the internal provisions of the information disclosure obligor.
3、 In accordance with the provisions of the securities law, the measures for the administration of acquisition and other regulations, this equity change report has fully disclosed the changes in shares in Leysen Jewelry Inc(603900) owned by the information disclosure obligor. As of the signing date of this report, except for the information disclosed in this report, the information disclosure obligor has not increased or reduced its shares in Leysen Jewelry Inc(603900) by any other means. 4、 This equity change is based on the information stated in this report. Except for the information disclosed in this report, the information disclosure obligor has not entrusted or authorized any other person to provide the information not listed in this report and make any explanation or explanation to this report.
catalogue
The disclosure obligor declares that Section 1 interpretation Section 2 Introduction to information disclosure obligors Section III purpose of equity change Section IV equity change method Section 5 trading of shares of Listed Companies in the first six months Section VI other major matters 10 Section VII related statements Section VIII documents for future reference 12 attached table: thirteen
Section I interpretation
In this report, unless otherwise specified, the following abbreviations have the following meanings:
The report and this report refer to the Leysen Jewelry Inc(603900) simplified equity change report
Company, listed company, Laizhi Leysen Jewelry Inc(603900) gentry channeling information disclosure obligor, recipient Wang Lili and Nanjing Kefu Rongguang enterprise consulting partnership (limited transferee partnership)
Information disclosure obligor refers to Wang Lili
The second obligor of information disclosure refers to Nanjing Kefu Rongguang enterprise consulting partnership (limited partnership)
Kefu Rongguang Guide Beijing Kefu Rongguang enterprise consulting partnership (limited partnership)
Fuguang consulting refers to Nanjing Fuguang Enterprise Consulting Co., Ltd
The transferor refers to Ma Qiao
Company law means the company law of the people’s Republic of China
Securities Law means the securities law of the people’s Republic of China
The measures for the administration of acquisitions refer to the measures for the administration of acquisitions of listed companies
Standard No. 15 refers to Standard No. 15 on the contents and forms of information disclosure by companies offering securities to the public – Report on changes in equity
The stock listing rules refer to the stock listing rules of Shanghai Stock Exchange
CSRC refers to the China Securities Regulatory Commission
Stock exchange means Shanghai Stock Exchange
Yuan means RMB yuan
Section II introduction to information disclosure obligors
1、 Basic information of information disclosure obligor 1 Name: Wang Lili 2 Gender: female 3 Nationality: China 4 ID No.: 321 * * * 19 ******** 225 Address: 6, Gulou District, Nanjing Mailing address: 7, No. 95, Houzaimen West Village, Xuanwu District, Nanjing Right of abode in other countries or regions: none II. Basic information of information disclosure obligor II 1 Company name: Nanjing Kefu Rongguang enterprise consulting partnership (limited partnership) 2 Unified social credit Code: 91320102ma7f6u21913 Enterprise type: limited partnership
4. Date of establishment: December 20, 2021
5. Registered address: 6, No. 95, Houzaimen West Village, Xuanwu District, Nanjing Executive partner: Nanjing Fuguang Enterprise Consulting Co., Ltd Appointed representative of executive partner: Wang Lili
8. Operation period: December 20, 2021 to December 19, 2051
9. Business scope: general items: enterprise management consulting; Information consulting services (excluding licensed information consulting services); Socio economic consulting services (except for projects subject to approval according to law, carry out business activities independently according to law with business license) 10 Major shareholders:
Name of shareholder shareholding ratio
Wang Lili 49.9950%
Zhang Haiyun 49.9950%
Nanjing Fuguang Enterprise Consulting Co., Ltd. 0.0100%
11. Basic information of main principals
Name: Wang Lili (see information disclosure obligor I for details)
Title: representative appointed by the executive partner III. relationship between information disclosure obligors
The equity relationship between information disclosure obligor Wang Lili and Kefu Rongguang is shown in the figure below:
In addition, Fuguang consulting is the executive partner of Kefu Rongguang, and Wang Lili appoints a representative for the executive partner. According to paragraph 1 of Article 83 of the measures for the administration of acquisition, Wang Lili and Ke Fu Rongguang are persons acting in concert if there is no evidence to the contrary. 4、 Holding more than 5% shares of other listed companies
As of the signing date of this report, the information disclosure obligor has no shares with interests in other domestic and overseas listed companies that reach or exceed 5% of the issued shares of the company.
Section III purpose of equity change
1、 Purpose of this equity change
The transfer of shares of the company by the information disclosure obligor is based on the confidence in the future development of the company and the recognition of the long-term investment value of the company. 2、 Shareholding plan of information disclosure obligor in the next 12 months
As of the signing date of this report, the information disclosure obligor has no plan to continue to increase its Leysen Jewelry Inc(603900) shares in the next 12 months.
In case of relevant equity changes, the company will timely perform the obligation of information disclosure in strict accordance with relevant regulations.
Section IV changes in equity
1、 Changes in equity of information disclosure obligor this time
Before this equity change, the information disclosure obligor did not hold shares of the company. After this equity change, the information disclosure obligor holds 53042900 shares of the company, accounting for 15.58% of the total share capital of the company.
Transferee’s source of funds: self owned funds. 2、 Main contents of the transfer agreement 1. Parties to the transaction
Party A: Ma Qiao
Party B: Wang Lili
Party C: Nanjing Kefu Rongguang enterprise consulting partnership (limited partnership) 2. Number of shares transferred, transfer price per share and share transfer payment
The number of shares transferred by the subject accounts for the transfer price per share of the subject company
(share) total share capital ratio (yuan / share) (yuan)
Party B 3601920010.58% 6.80244930560.00
Party C 170237005.00% 6.8011576160.00
Total 5304290015.58% 6.80360691720.00
3. Special agreement
Party A has clearly informed Party B and Party C that the subject shares are obtained from the property division of divorce proceedings held by Party A. the divorce proceedings have taken effect, but the transfer registration has not been completed. The subject shares are still registered in the name of Party A’s ex husband Shen Dongjun (hereinafter referred to as “Party A’s ex husband”).
Party A promises and Party B and Party C agree that if Party A fails to register the transfer of the subject shares from Party A’s ex husband to Party A’s name before January 31, 2022, it will apply to the court for enforcement within 30 days and register the transfer of the subject shares to Party A’s name as soon as possible.
Party A agrees that from the date of signing this agreement to the date when the transfer of the subject shares is registered in the names of Party B and Party C, Party A shall actively assist and cooperate with Party B and Party C in exercising the voting rights of the subject shares (except for special restrictions required by the regulatory authorities). 4. Share delivery
Apply to Shanghai stock exchange for relevant transfer business within 6 months from the effective date of this agreement, and apply to China Securities Depository and Clearing Co., Ltd. Shanghai Branch for share transfer registration within 6 months after Shanghai stock exchange issues a confirmation opinion. 5. Share transfer payment
Party B and Party C shall pay 5% of the share transfer price to Party A within 60 days from the date when the subject shares are transferred and registered in the name of Party A by Party A’s ex husband.
Party B and Party C shall pay 15% of the share transfer price to Party A within 60 days after the share transfer is confirmed by Shanghai Stock Exchange.
Within 180 days from the date when the transfer of the subject shares is registered in the names of Party B and Party C, Party B and Party C shall pay the remaining share transfer payment to Party A. 6. Liability for breach of contract
After the signing of this agreement, unless otherwise agreed by force majeure and this agreement, any party’s breach, non performance or incomplete performance of any obligation, guarantee or commitment under this agreement, or the existence of false and untrue promises and guarantees, shall constitute a breach of contract and shall be liable for breach of contract and compensation. 7. Dispute resolution
Any dispute arising from the performance of this Agreement shall be settled by the three parties through friendly negotiation. If such dispute cannot be settled through negotiation, the three parties agree that any dispute arising from or related to this agreement can be settled by either party to the people’s Court of Yuhuatai District, Nanjing. 8. Other agreements
This Agreement shall be established and come into force as of the date when it is signed and sealed by Party A, Party B and Party C, and shall be legally binding on all three parties. 3、 Are there any rights restrictions on the shares involved in this transfer
The shares involved in this transfer are obtained from the division of property held by the transferor due to divorce proceedings. The divorce proceedings have taken effect, but the transfer registration of the shares involved has not been completed; In addition, there are no restrictions on rights.
Section V Trading of stocks of Listed Companies in the first six months
Six months before the signing date of this report, the information disclosure obligor did not buy or sell Leysen Jewelry Inc(603900) shares through the securities trading of the stock exchange.
Section VI other major matters
As of the signing date of this report, the information disclosure obligor has truthfully disclosed the information related to this equity change in accordance with relevant regulations, and there are no other major matters related to this equity change and other information that must be disclosed to avoid misunderstanding of the content of this report.
Section VII relevant statements
I and the organization I represent promise that there are no false records, misleading statements or major omissions in this report, and bear individual and joint legal liabilities for its authenticity, accuracy and completeness.
Information disclosure obligor I: Wang Lili
Information disclosure obligor 2: Nanjing Kefu Rongguang enterprise consulting partnership (limited partnership)
Appointed representative of executive partner: Wang Lili
Date: December 30, 2021
Section VIII documents for future reference
1、 Documents for future reference 1 The business license and identity certificate of the information disclosure obligor; 2. Identification documents of the principal of the information disclosure obligor; 3. Relevant agreements on the transfer of shares by the information disclosure obligor. 2、 Location for future reference 1 Copies of the above documents for future reference can be read by listed companies or Shanghai Stock Exchange. 2. The location of the listed company for future reference is No. 19, Huashen Avenue, Yuhuatai District, Nanjing, Jiangsu Province.
Attached table:
Simplified equity change report
Basic information
Name of listed company Leysen Jewelry Inc(603900) location of listed company Nanjing
Stock abbreviation Leysen Jewelry Inc(603900) stock code 603900
(1) Wang Lili
Name of information disclosure obligor
