Securities code: Guangdong No.2 Hydropower Engineering Company Ltd(002060) securities abbreviation: Guangdong No.2 Hydropower Engineering Company Ltd(002060) Announcement No.: pro 2022015
Guangdong No.2 Hydropower Engineering Company Ltd(002060)
On termination of public offering of convertible companies
Announcement on bond matters and withdrawal of application documents
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.
Guangdong No.2 Hydropower Engineering Company Ltd(002060) (hereinafter referred to as “the company”) held the 22nd Meeting of the 7th board of directors and the 11th meeting of the 7th board of supervisors on March 14, 2022, deliberated and adopted the proposal on terminating the public offering of convertible corporate bonds and withdrawing the application documents, It is agreed that the company shall terminate the public offering of convertible corporate bonds approved by the second extraordinary general meeting of shareholders in 2021 (hereinafter referred to as the “issuance”) and apply to the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) to withdraw the relevant application documents. The relevant matters are hereby announced as follows:
1、 Basic information of this offering
1. The company held the 17th meeting of the seventh board of directors on September 15, 2021 and the second extraordinary general meeting of shareholders in 2021 on October 11, 2021, deliberated and adopted the proposal on the company’s public issuance of convertible corporate bonds and other relevant proposals, and authorized the board of directors or persons authorized by the board of directors to handle matters related to this issuance, For details, the company posted on cninfo.com on September 16, 2021 and October 12, 2021 respectively
Securities code: Guangdong No.2 Hydropower Engineering Company Ltd(002060) securities abbreviation: Guangdong No.2 Hydropower Engineering Company Ltd(002060) Announcement No.: pro 2022015
( http://www.cn.info.com.cn. )The announcement of the general meeting of shareholders, the resolutions of the general meeting of shareholders and the relevant documents that can be published at the public meeting of directors.
2. On December 2, 2021, the company received the acceptance form of administrative license application issued by the CSRC (acceptance No.: 213215). The CSRC examined the administrative license application materials submitted by the company for public issuance of convertible corporate bonds according to law and accepted the administrative license application. For details, the company posted on cninfo.com on December 3, 2021( http://www.cn.info.com.cn. )The announcement of Guangdong No.2 Hydropower Engineering Company Ltd(002060) on the acceptance of the application for public issuance of convertible corporate bonds by the CSRC (Announcement No.: pro 2021079) disclosed.
3. On December 14, 2021, the company received the notice on the first feedback on the examination of administrative licensing projects issued by the CSRC (No. 213215). The company and relevant intermediaries carefully studied and implemented the feedback, and replied to the matters involved according to the requirements of the feedback. According to the requirements of the notice, For the public disclosure of the feedback reply, see the company’s announcement on cninfo.com on January 7, 2022( http://www.cn.info.com.cn. )Reply report on the feedback of Guangdong No.2 Hydropower Engineering Company Ltd(002060) public issuance of A-share convertible corporate bonds application documents disclosed.
2、 Reasons for terminating this offering
Since applying for this offering, the board of directors, management and intermediaries of the company have actively and orderly promoted relevant work. After comprehensive consideration of many factors such as the capital market environment and the actual situation of the company, and full communication and prudent discussion with relevant parties
Securities code: Guangdong No.2 Hydropower Engineering Company Ltd(002060) securities abbreviation: Guangdong No.2 Hydropower Engineering Company Ltd(002060) Announcement No.: pro 2022015
To terminate this offering and apply to the CSRC for withdrawal of relevant application documents.
3、 Terminate the review procedure of this offering
(I) deliberations of the board of directors
On March 14, 2022, the company held the 22nd Meeting of the 7th board of directors, deliberated and approved the proposal on terminating the public offering of convertible corporate bonds and withdrawing the application documents, agreed to terminate the offering and applied to the CSRC for withdrawing the relevant application documents. The matter belongs to the matter authorized by the general meeting of shareholders to be handled by the board of directors with full power, and it does not need to be submitted to the general meeting of shareholders for deliberation. The independent directors of the company expressed their independent opinions on the matter.
(II) deliberation of the board of supervisors
On March 14, 2022, the company held the 11th meeting of the 7th board of supervisors, deliberated and approved the proposal on terminating the public offering of convertible corporate bonds and withdrawing the application documents, agreed to terminate the offering and applied to the CSRC for withdrawing the relevant application documents.
(III) opinions of independent directors
Independent directors believe that the company’s decision to terminate the public offering of convertible corporate bonds and withdraw the application documents is a prudent decision made after comprehensive consideration of many factors such as the capital market environment and the changes of the company’s actual situation and full demonstration with relevant intermediaries. The termination of public issuance of convertible corporate bonds will not have a significant adverse impact on the company’s production, operation and sustainable development, and will not damage the interests of the company and minority shareholders. The matter has been deliberated and approved by the board of directors of the company, and the convening, convening and voting procedures of the meeting comply with the provisions of relevant laws, regulations and the articles of association,
Securities code: Guangdong No.2 Hydropower Engineering Company Ltd(002060) securities abbreviation: Guangdong No.2 Hydropower Engineering Company Ltd(002060) Announcement No.: pro 2022015
The formed resolution is legal and effective. We agree that the company will terminate the public offering of convertible corporate bonds and withdraw the application documents.
The company’s application to withdraw the application documents for this issuance still needs the consent of the CSRC, and the subsequent companies will timely perform the obligation of information disclosure in accordance with the regulations.
4、 Impact of termination of this offering on the company
The company’s termination of this offering is a prudent decision made by considering many factors such as the capital market environment and the actual situation of the company. At present, all businesses of the company are operating normally. Terminating this offering and applying to the CSRC to withdraw relevant application documents will not have an adverse impact on the normal operation and sustainable and stable development of the company, and will not damage the interests of the company and all shareholders.
It is hereby announced.
Guangdong No.2 Hydropower Engineering Company Ltd(002060) board of directors March 15, 2022