Securities code: 002897 securities abbreviation: Wenzhou Yihua Connector Co.Ltd(002897) Announcement No.: 2022-004
Wenzhou Yihua Connector Co.Ltd(002897)
Announcement on the company meeting the conditions for non-public offering of shares
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.
According to the provisions and requirements of 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 securities issuance of listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other laws, regulations and normative documents, after item by item self-examination of the actual situation of the company, the board of Directors considers that the company complies with relevant laws The regulations and normative documents on non-public offering of shares are as follows:
1、 The company meets the conditions for issuing new shares stipulated in the measures for the administration of securities issuance by listed companies
1. The company’s non-public offering of A-Shares in 2022 (hereinafter referred to as “this non-public offering” or “this offering”) will be issued to no more than 35 specific investors, including securities investment fund management companies, securities companies, trust companies, finance companies, insurance institutional investors, and Qualified foreign institutional investors and other legal persons, natural persons or other institutional investors that meet the conditions specified in relevant laws and regulations. Securities investment fund management companies, securities companies, qualified foreign institutional investors and RMB qualified foreign institutional investors who subscribe for more than two products under their management shall be regarded as one issuance object; If a trust company is the issuing object, it can only subscribe with its own funds.
2. The pricing benchmark date of this non-public offering is the first day of the issuance period, and the issuance price shall not be less than 80% of the average trading price of the listed company’s shares 20 trading days before the pricing benchmark date.
3. The non-public offering A-Shares subscribed by the issuing object shall not be transferred within 6 months from the date of the end of the offering. The reduction of the above shares after the expiration of the lock up period shall also comply with the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange and other laws, regulations, rules, normative documents and the relevant provisions of the articles of association.
4. The amount and use of the raised funds in this non-public offering comply with the provisions of relevant laws and regulations; The purpose of the raised funds shall comply with the national industrial policies and laws and administrative regulations on environmental protection and land management.
5. This non-public offering will not change the control of the company.
2、 The company is not allowed to issue shares privately as stipulated in Article 39 of the measures for the administration of securities issuance by listed companies:
1. There are false records, misleading statements or major omissions in the application documents for this issuance;
2. The interests of the listed company have been seriously damaged by the controlling shareholder or actual controller and have not been eliminated;
3. The listed company and its subsidiaries provide external guarantees in violation of regulations and have not been released;
4. The current directors and senior managers have been subject to administrative punishment by the CSRC in the last 36 months, or have been publicly condemned by the stock exchange in the last 12 months;
5. The listed company or its current directors and senior managers are being filed for investigation by the judicial organ for suspected crimes or by the CSRC for suspected violations of laws and regulations;
6. The certified public accountants have issued qualified opinions, negative opinions or audit reports that cannot express opinions on the financial statements of the most recent year and the first period. Except that the material impact of the matters involved in the reserved opinion, negative opinion or unable to express the opinion has been eliminated or the issuance involves material reorganization;
7. Other circumstances that seriously damage the legitimate rights and interests of investors and social and public interests.
To sum up, the company meets the conditions for non-public offering of shares and is qualified for non-public offering of shares. It is hereby announced.
Wenzhou Yihua Connector Co.Ltd(002897) board of directors January 7, 2022
