Securities code: 002349 securities abbreviation: Jinghua Pharmaceutical Group Co.Ltd(002349) Announcement No.: 2022-001 Jinghua Pharmaceutical Group Co.Ltd(002349)
Announcement on pre disclosure of share reduction by directors and senior managers of the company
Mr. Zhou Yunzhong guarantees that the information provided to the company is true, accurate and complete without false records, misleading statements or major omissions.
The company and all members of the board of directors guarantee that the contents of the announcement are consistent with the information provided by the information disclosure obligor.
Special tips:
Jinghua Pharmaceutical Group Co.Ltd(002349) (hereinafter referred to as “the company”) received the share reduction plan from Mr. Zhou Yunzhong, director and general manager of the company, on December 31, 2021. Mr. Zhou Yunzhong currently holds 3865466 shares of the company, accounting for 0.46% of the total share capital of the company, It is planned to reduce the total number of shares of the company through centralized bidding trading at the stock exchange from 15 trading days after the date of disclosure of this announcement to July 25, 2022, accounting for 0.12% of the total share capital of the company. The specific contents of this reduction plan are as follows:
1、 Basic information of shareholders
1. Name of shareholder: Zhou Yunzhong
2. Shareholding: as of December 31, 2021, Mr. Zhou Yunzhong held 3865466 shares of the company, accounting for 0.46% of the total share capital of the company.
2、 Main contents of this reduction plan
1. Reasons for reduction: personal financial needs.
2. Source of shares: Mr. Zhou Yunzhong currently holds 3865466 shares of the company, including 3660000 shares obtained by purchasing assets through issuing shares.
3. Reduction method: centralized bidding trading through the stock exchange.
4. Reduction period: 15 trading days from the date of disclosure of this announcement to July 25, 2022. During this period, if there is a window period specified by laws and regulations, there will be no reduction.
5. Number and proportion of shares to be reduced: Mr. Zhou Yunzhong plans to reduce no more than 966000 shares of the company (the reduction proportion shall not exceed 25% of the total shares of the company held by him), accounting for 0.12% of the total share capital of the company. If there are changes in shares such as share distribution and conversion of capital reserve into share capital during the above planned reduction period, the number of shares reduced shall be adjusted accordingly.
6. Price range: determined according to the market transaction price.
3、 Relevant commitments and performance
When the company was listed on February 3, 2010, Mr. Zhou Yunzhong promised that the shareholders as directors, supervisors and senior managers of the company promised that the shares transferred each year during his tenure would not exceed 50% of the total shares of the company held by him
Securities code: 002349 securities abbreviation: Jinghua Pharmaceutical Group Co.Ltd(002349) Announcement No.: 2022-001 25%; In case of resignation, the company’s shares held by him shall not be transferred within half a year after resignation, and the number of shares of the company listed and traded through the stock exchange within 12 months after leaving office shall not exceed 50% of the total shares of the company held by him.
Mr. Zhou Yunzhong strictly fulfilled the above commitments. This reduction plan does not violate the above commitments.
Mr. Zhou Yunzhong promised on February 6, 2017: I promise that there will be no reduction plan within 6 months after the disclosure of Jinghua Pharmaceutical Group Co.Ltd(002349) pre disclosure announcement on 2016 profit distribution and capital reserve conversion to share capital plan.
Mr. Zhou Yunzhong strictly fulfilled the above commitments. This reduction plan does not violate the above commitments.
Mr. Zhou Yunzhong promised on January 6, 2015 that the Jinghua Pharmaceutical Group Co.Ltd(002349) non-public shares allocated to me shall not be transferred within 36 months from the end of this offering.
Mr. Zhou Yunzhong strictly fulfilled the above commitments. This reduction plan does not violate the above commitments.
4、 Relevant risk tips
1. There is uncertainty in the implementation of the share reduction plan. Mr. Zhou Yunzhong will decide whether to implement the share reduction plan in whole or in part according to the market situation, the company’s share price and other circumstances.
2. Mr. Zhou Yunzhong promised that during the reduction period, he would strictly abide by the requirements of relevant laws and regulations, departmental rules and regulations, normative documents such as the securities law, several provisions on the reduction of shares by shareholders and directors, supervisors and senior managers of listed companies, as well as the requirements promised by the stock exchange, reduce his shares and timely fulfill the obligation of information disclosure. 3. Mr. Zhou Yunzhong is not the controlling shareholder and actual controller of the company. The implementation of the reduction plan will not lead to changes in the control of the company and will not have an impact on the corporate governance structure and sustainable operation.
5、 Documents for future reference
The share reduction plan issued by Mr. Zhou Yunzhong.
It is hereby announced.
Jinghua Pharmaceutical Group Co.Ltd(002349) board of directors January 4, 2022
