Goody Science & Technology Co.Ltd(002694)
Detailed equity change report
Name of listed company: Goody Science & Technology Co.Ltd(002694) place of stock listing: Shenzhen Stock Exchange
Stock abbreviation: Goody Science & Technology Co.Ltd(002694)
Stock Code: 002694
Information disclosure obligor: Wanyang Group Co., Ltd
Address: No. 20, liming West Road, Wenzhou
Mailing address: No. 20, liming West Road, Wenzhou
Nature of equity change: new shares
Date of signature: December, 2021
Statement of information disclosure obligor
I The Goody Science & Technology Co.Ltd(002694) detailed equity change report is in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the measures for the administration of the acquisition of listed companies, and the standards for the content and format of information disclosure by companies offering securities to the public No. 15 - equity change report Standards for the contents and forms of information disclosure by companies offering securities to the public No. 16 - Acquisition report of listed companies and preparation of relevant laws, regulations and normative documents.
2、 The information disclosure obligor has obtained necessary authorization and approval for signing this report, and its performance does not violate or conflict with any provision in the articles of association or internal rules of the information disclosure obligor.
3、 In accordance with the provisions of the securities law of the people's Republic of China, the measures for the administration of the acquisition of listed companies, the standards for the content and format of information disclosure by companies offering securities to the public No. 15 - Report on changes in equity, and the standards for the content and format of information disclosure by companies offering securities to the public No. 16 - Report on the acquisition of listed companies, The report has fully disclosed the shares in which the information disclosure obligor has an interest in Goody Science & Technology Co.Ltd(002694) .
As of the signing date of this report, except for the shareholding information disclosed in this report, the information disclosure obligor has not held or controlled shares in Goody Science & Technology Co.Ltd(002694) by any other means.
4、 This equity change is based on the information stated in this report. Except for the professional institution hired by the information disclosure obligor, it has not entrusted or authorized any other person to provide the information not listed in the report and make any explanation or explanation to the 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.
6、 The information disclosure obligors declare that the information provided to the intermediaries participating in the acquisition is true and original written materials or copies, which are consistent with the original materials or copies, accurate and complete, and the signatures and seals of all documents are true without any false records, misleading statements or major omissions.
catalogue
Section 1 Introduction to information disclosure obligor six
1、 Basic information of information disclosure obligor six
2、 Basic information and equity relationship structure of controlling shareholders and actual controllers of information disclosure obligors 6 III. core enterprises and core industries controlled by the information disclosure obligor, its controlling shareholders and actual controllers
Business, affiliated enterprises and main business seven
4、 Main business and financial status of the information disclosure obligor in recent three years V. the information disclosure obligor has been subject to administrative punishment (except those obviously unrelated to the securities market), criminal punishment, or major civil litigation or arbitration related to economic disputes in the last five years
...... eight
6、 Information about the directors, supervisors and senior managers of the information disclosure obligor 8 VII. The shares in which the information disclosure obligor has interests in other domestic and overseas listed companies reach or exceed
5% of the issued shares of the company Section 2 purpose and decision-making procedure of this equity change ten
1、 Purpose of this equity change ten
2、 Plans to continue to increase or dispose of shares with interests in the next 12 months 10 III. relevant procedures and specific time for the information disclosure obligor to make this equity change decision
...... Section 3 equity change method twelve
1、 The way and result of this equity change twelve
2、 Changes in control of listed companies after changes in equity twelve
3、 The main contents of the agreements or commitments related to the equity change and voting rights arrangement IV. whether the transfer of the subject shares is restricted and other special arrangements exist, and whether relevant departments are required
Door approval fifteen
5、 Additional conditions and supplementary agreements of this equity change Section IV source of funds seventeen
1、 The total amount of funds paid for this equity change seventeen
2、 The capital source of this equity change seventeen
3、 Payment method of consideration for this equity change 17 Section V follow up plan 18 I. change the main business of the listed company or make major changes to the main business of the listed company in the next 12 months
Big adjustment plan 18 II. Sell, merge and sell the assets and businesses of the listed company or its subsidiaries in the next 12 months
A plan for joint venture or cooperation with others, or a restructuring plan for a listed company to purchase or replace assets eighteen
3、 Plans to change the composition of the current board of directors or senior managers of listed companies eighteen
4、 Plans to amend the articles of association that may hinder the acquisition of control of listed companies nineteen
5、 Plans to make major changes to the existing employee employment plans of listed companies nineteen
6、 Plan to adjust the dividend policy of listed companies nineteen
7、 Other plans that have a significant impact on the business and organizational structure of the listed company Section VI analysis of the impact on listed companies twenty
1、 Impact on the independence of listed companies twenty
2、 Impact on horizontal competition of listed companies twenty
3、 Impact on related party transactions of listed companies Section 7 major transactions with listed companies 22 I. information disclosure obligors and their directors, supervisors and senior managers and listed companies and their subsidiaries
Transactions between twenty-two
2、 Transactions with directors, supervisors and senior managers of listed companies 22 3. Is there any compensation or compensation for the directors, supervisors and senior managers of the listed company to be replaced
Any other similar arrangements exist 4. Other contracts, tacit understandings or arrangements being signed or negotiated that have a significant impact on the listed company
...... 22 section 8 trading of shares of Listed Companies in the first six months twenty-three
1、 Information disclosure obligors' purchase and sale of shares of Listed Companies in the first six months 2. The management of the information disclosure obligor and the immediate family members of the above-mentioned persons bought and sold the listed company in the first six months
Shares Section IX Financial Information of the information disclosure obligor twenty-four
1、 Consolidated balance sheet twenty-four
2、 Consolidated income statement twenty-five
3、 Consolidated cash flow statement Section 10 other major matters 29 section Xi documents for future reference 30. The disclosure obligor declares that 31 Financial Advisor statement thirty-two
interpretation
In this report, unless otherwise specified, the following words or abbreviations have the following specific meanings:
The report and this report refer to the Goody Science & Technology Co.Ltd(002694) detailed report on changes in equity
Listed company, target company, refers to Goody Science & Technology Co.Ltd(002694) Goody Science & Technology Co.Ltd(002694) information disclosure obligor, Wanzhi Wanyang Group Co., Ltd., wanyang group, the company
Shanxi Shengnong refers to Shanxi Shengnong Investment Co., Ltd., the controlling shareholder of the listed company
This non-public offering refers to Goody Science & Technology Co.Ltd(002694) non-public offering of shares to specific objects
This equity change means that Wanyang Group intends to subscribe for 165888000 a trading shares of the listed company
The share subscription agreement refers to the Goody Science & Technology Co.Ltd(002694) 2021 conditional effective share subscription contract for non-public Development Bank A-Shares signed by wanyang group and the listed company
CSRC refers to the China Securities Regulatory Commission
Shenzhen stock exchange refers to Shenzhen Stock Exchange
Yuan, ten thousand yuan and one hundred million yuan refer to RMB yuan, ten thousand yuan and one hundred million yuan
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 acquisition Measures refer to the administrative measures for the acquisition 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
Standard No. 16 refers to Standard No. 16 on the contents and forms of information disclosure by companies offering securities to the public - Acquisition report of listed companies
The Listing Rules refer to the Listing Rules of Shenzhen Stock Exchange
Note: the data mantissa difference involved in this report is caused by rounding.
Section I Introduction to information disclosure obligors
1、 Basic information of information disclosure obligor
Company name: Wanyang Group Co., Ltd
Place of registration: No. 20, liming West Road, Wenzhou
Legal representative: Su Xiaozhong
Registered capital: 90 million yuan
Unified social credit code 913303006628606912
Nature of company limited liability company
Date of establishment: May 28, 2007
Industrial investment; General contracting of housing construction projects, highway projects, water conservancy and hydropower projects, municipal public works, tunnels and bridges (operating with qualification certificates); Professional contracting of earthwork engineering, construction and business scope, building decoration and decoration engineering, landscaping engineering, steel structure engineering, electromechanical equipment installation engineering, sports ground facilities, building curtain wall engineering, foundation and foundation engineering (operating with qualification certificate); Sales of building materials; Primary Shenzhen Agricultural Products Group Co.Ltd(000061) production and sales.
Business term: May 28, 2007 to May 27, 2027
Mailing address: No. 20, liming West Road, Wenzhou
Communication method: Tel: 0577-89860558
Fax: 0577-89860558
Ownership structure: Su Xiaofeng holds 90% and Su Xiaozhong holds 10%
2、 Basic information and equity relationship structure of controlling shareholders and actual controllers of information disclosure obligors
The controlling shareholder of wanyang group, the obligor of information disclosure, is Su Xiaofeng, and the actual controller is Su Xiaofeng. As of the signing date of this report, the equity control relationship of wanyang group is shown in the following figure: (I) Su Xiaofeng
As of the signing date of this report, the controlling shareholder of wanyang group is Su Xiaofeng, and its basic information is as follows:
Name, gender, date of birth, nationality ID number, residence, permanent residence right outside
Su Xiaofeng, male, October 1979, China 330302197910, none in Huangqiao Township, Taishun County, Zhejiang Province
******Huangshan, Huangqiao Village
（2） Su Xiaozhong
As of the signing date of this report, other shareholders of wanyang group are su Xiaozhong, and their basic information is as follows:
Name, gender, date of birth, nationality ID number, residence, permanent residence right outside
Su Xiaozhong, male, April 1982, China 330329198204, none in Huangqiao Township, Taishun County, Zhejiang Province
******Huangshan, Huangqiao Village
3、 Core enterprises and core businesses, affiliated enterprises and main businesses controlled by the information disclosure obligor, its controlling shareholders and actual controllers
As of the signing date of this report, the basic information of the core enterprises and core businesses controlled by wanyang group, the information disclosure obligor, is as follows:
corporate name
