Securities code: 002178 securities abbreviation: Shanghai Yanhua Smartech Group Co.Ltd(002178) Announcement No.: 2021-057 Shanghai Shanghai Yanhua Smartech Group Co.Ltd(002178) Technology (Group) Co., Ltd
Suggestive announcement on the shareholders’ intention to transfer part of the shares of the company through public solicitation of the transferee
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. Important:
1. Huarong Jintou, the largest shareholder of the company, plans to transfer its 89019125 shares of the company through public solicitation and transfer, accounting for 12.50% of the total share capital of the company (hereinafter referred to as “this share transfer”). This share transfer will lead to the change of the largest shareholder of the company.
2. The share transfer can only be publicly solicited after it is approved by the state-owned assets supervision and administration unit and other competent institutions. Whether it can be approved and the approval time are uncertain.
3. Before the public solicitation procedure for the transferee is completed and the share transfer agreement is signed, the transferee of this share transfer is uncertain.
On December 30, 2021, Shanghai Shanghai Yanhua Smartech Group Co.Ltd(002178) Technology (Group) Co., Ltd. (hereinafter referred to as “the company”) received the notice from the largest shareholder Huarong (Tianjin pilot Free Trade Zone) Investment Co., Ltd. (hereinafter referred to as “Huarong Tianjin investment”), which plans to collect and transfer in the form of public solicitation, It agreed to transfer 89019125 shares of the company held by it (accounting for 12.50% of the total share capital of the company). In accordance with the measures for the supervision and administration of state owned equity of listed companies (Order No. 36 of the state owned assets supervision and Administration Commission of the State Council, the Ministry of Finance and the China Securities Regulatory Commission) and other relevant provisions, The price of this public solicitation transfer shall not be lower than the arithmetic mean of the daily weighted average price in the 30 trading days before the prompt announcement date (December 31, 2021) and the audited net asset value per share of the company in the latest fiscal year, whichever is higher. The final price will be based on the comparison of the quotations of each transferee in accordance with relevant laws and regulations, It shall be determined based on the results of public collection and approved by the state-owned assets supervision and administration unit and other competent institutions.
Huarong Jintou is the largest shareholder of the company. As of the disclosure date of this announcement, it holds 123983721 shares of the company, accounting for 17.41% of the total share capital of the company, all of which are tradable shares with unlimited sales conditions. Huarong Jintou plans to transfer 89019125 shares of the company held by it through public solicitation and transfer, accounting for 12.50% of the total share capital of the company.
Huarong Jintou’s agreement to transfer the company’s shares by publicly soliciting the transferee needs to be approved by the state-owned assets supervision and administration unit and other competent institutions. Whether it can obtain the approval of the state-owned assets supervision and administration unit and other competent institutions and the approval time are uncertain. Before the public solicitation procedure for the transferee is completed and the share transfer agreement is signed, the transferee of this transfer is uncertain. If the share transfer is approved and implemented, it will lead to the change of the largest shareholder of the company.
In view of the uncertainty of the above matters, please pay attention to the company’s announcement, fully understand and pay attention to the transaction risk of the secondary market, invest rationally and pay attention to the risk. According to the progress of the above matters, the company will timely perform the obligation of information disclosure in strict accordance with the requirements of laws, regulations and normative documents. The information disclosure media designated by the company are securities times and cninfo（ http://www.cn.info.com..cn. ）, all information of the company shall be subject to the official announcement disclosed by the above designated media. Please pay attention to investment risks.
It is hereby announced.
Board of directors of Shanghai Shanghai Yanhua Smartech Group Co.Ltd(002178) Technology (Group) Co., Ltd
December 31, 2021
