Securities code: 002321 securities abbreviation: Henan Huaying Agricultural Development Co.Ltd(002321) Announcement No.: 2022-004
Henan Huaying Agricultural Development Co.Ltd(002321)
Suggestive announcement on changes in shareholders' equity
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 content tips:
Reasons for this equity change: the company is due to the implementation of Henan Huaying Agricultural Development Co., Ltd
The reorganization plan of the company (hereinafter referred to as the "reorganization plan") is based on the existing total share capital of the company
Based on 534291100 shares, the capital reserve shall be implemented at the proportion of 29.92 shares added for every 10 shares
A total of 1598598971 shares were converted into share capital. After conversion, Huaying agricultural shares
The number of shares increased from 534291100 to 2132890071, which was settled according to China Securities Depository and Clearing Corporation
Share capital of the issuer issued by Shenzhen Branch of limited liability company on December 31, 2021
Structure table, this increase has been implemented. Therefore, Henan Huangchuan Huaying poultry Corporation
Henan Agricultural Investment Financial Holding Co., Ltd., Shenzhen Shenghe HuiFu phase II equity investment partnership
The proportion of shares held by (limited partnership) in the company is diluted to less than 5%, meeting the standards of listed companies
Disclosure standards stipulated by laws and regulations such as the measures for the administration of acquisition (revised in 2020).
1、 Overview of changes in shareholders' equity
Henan Xinyang intermediate people's Court (hereinafter referred to as "Xinyang intermediate court" or "court")
It has ruled to accept Henan Huaying Agricultural Development Co.Ltd(002321) (below) on November 20, 2021
Hereinafter referred to as "Huaying agriculture" or "company") bankruptcy reorganization case, and Beijing Jindu (Shenzhen) was appointed
Shenzhen) law firm and Zhongqin Wanxin Certified Public Accountants (special general partnership) Henan Branch
As manager, responsible for relevant work during reorganization. For details, see the announcement on the court's ruling to accept the company's reorganization (Announcement No.: 2021-071) disclosed by the company on cninfo.com on November 22, 2021.
On the morning of December 22, 2021, Xinyang intermediate people's court held the first creditors' meeting of Huaying agricultural reorganization, at which the Henan Huaying Agricultural Development Co.Ltd(002321) reorganization plan (Draft) was voted and adopted; On the afternoon of December 22, 2021, Huaying Agriculture held a investor group meeting, which deliberated and adopted the investor equity adjustment plan of Henan Huaying Agricultural Development Co.Ltd(002321) reorganization plan (Draft). For details, see the announcement on the convening of the first creditors' meeting (Announcement No.: 2021-084) and the announcement on the resolutions of the investor group meeting (Announcement No.: 2021-085) disclosed by the company on cninfo.com on December 23, 2021.
On December 22, 2021, Xinyang intermediate people's court ruled to approve the Henan Huaying Agricultural Development Co.Ltd(002321) reorganization plan and terminate the company's reorganization procedures. For details, see the announcement on the approval of the reorganization plan by the court (Announcement No.: 2021-086) disclosed by the company on cninfo.com on December 23, 2021.
According to the reorganization plan approved by Xinyang intermediate people's court, the capital reserve is converted into share capital based on the existing total share capital of the company, and the capital reserve is converted into share capital at the proportion of 29.92 shares per 10 shares, with a total of 1598598971 shares. After the conversion, the total share capital of Huaying agriculture increased from 534291100 shares to 2132890071 shares. The above converted shares will not be distributed to the original shareholders, of which 531963958 shares will be used to pay off Huaying agricultural debts in the form of debt repayment; 1066635013 shares will be conditionally transferred by the reorganization investor.
2、 Progress of changes in shareholders' equity
According to the issuer's share capital structure table issued by Shenzhen Branch of China Securities Depository and Clearing Corporation Limited on December 31, 2021, the conversion has been completed, and the total share capital of the company has increased from 534291100 shares to 2132890071 shares. Therefore, Henan Huangchuan Huaying poultry Corporation, Henan Agricultural Investment Financial Holding Co., Ltd The proportion of shares held by Shenzhen Shenghe HuiFu phase II equity investment partnership (limited partnership) has been diluted to less than 5%, and the changes are as follows:
Before and after this equity change
Shareholder name shareholding quantity shareholding ratio shareholding quantity shareholding ratio (share) (%) (share) (%)
Henan Huangchuan Huaying 519964359.73% 519964352.44%
Poultry Corporation
Henan agricultural investment fund holding 296048825.54% 296048821.39%
Shenzhen Shenghe HuiFu second Co., Ltd
Equity investment partnership 292613175.48% 292613171.37%
Enterprise (limited partnership)
This equity change complies with the provisions of the administrative measures for the acquisition of listed companies, the stock listing rules of Shenzhen Stock Exchange (hereinafter referred to as the "Listing Rules"), the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the articles of association and other relevant laws, regulations and normative documents. In accordance with the requirements of the securities law, the measures for the administration of the acquisition of listed companies and other relevant laws and regulations, the information disclosure obligor has prepared a simplified equity change report. See the company's website on the same day for relevant contents（ http://www.cn.info.com..cn. ）Short form equity change report disclosed.
3、 Follow up matters involved
At present, the converted share capital is temporarily registered in the securities account opened by the manager ( Henan Huaying Agricultural Development Co.Ltd(002321) special account for property disposal of bankrupt enterprises). The subsequent manager will timely transfer the corresponding amount of converted share capital to the securities account of creditors and restructuring investors in accordance with the provisions of the reorganization plan. The company will, according to the changes in shareholders' equity after allocation, in accordance with relevant laws Timely disclose relevant matters such as suggestive announcement or equity change report in accordance with the provisions of laws and regulations and normative documents.
The special account for Henan Huaying Agricultural Development Co.Ltd(002321) bankruptcy enterprise property disposal opened by the administrator is only a temporary account to assist in the implementation of the reorganization plan. During the period of holding shares on behalf of the company, the rights of shareholders of the company corresponding to the subject shares (including but not limited to voting rights, claim rights for benefit distribution, etc.) will not be exercised.
4、 Risk tips
1. Xinyang intermediate people's court has ruled to terminate the company's reorganization procedure. At present, the company has entered the implementation stage of the reorganization plan. According to the relevant provisions of the enterprise bankruptcy law of the people's Republic of China, during the implementation of the reorganization plan, if the company does not implement or cannot implement the reorganization plan, the company will be declared bankrupt. If the company is declared bankrupt, the company's shares will face the risk of delisting according to paragraph (6) of article 14.4.17 of the listing rules.
2. The company's 2020 financial report was audited by Asia Pacific (Group) accounting firm (special general partnership) with no opinion. If one of the following circumstances occurs in 2021, the listing of the company's shares will be terminated according to article 14.3.11 of the Listing Rules: (I) the audited net profit is negative and the operating income is less than 100 million yuan, or the net profit of the most recent fiscal year after retroactive restatement is negative and the operating income is less than 100 million yuan; （2） The audited ending net assets are negative, or the ending net assets of the latest fiscal year after retroactive restatement are negative; （3） An audit report with qualified opinions, unable to express opinions or negative opinions is issued in the financial and accounting report; （4） Failing to disclose the annual report guaranteed by more than half of the directors to be true, accurate and complete within the statutory time limit; （5） Although it meets the conditions specified in article 14.3.7, it fails to apply to Shenzhen stock exchange for cancellation of delisting risk warning within the specified time limit; （6） Because it does not meet the conditions specified in article 14.3.7, its application for cancellation of delisting risk warning has not been reviewed and approved by Shenzhen Stock Exchange.
3. The company's implementation of the reorganization plan will help to improve the company's asset liability structure and operating conditions. However, the company's stock trading still needs to meet the requirements of subsequent relevant regulatory laws and regulations, otherwise it will still face the risk of termination of listing.
The company will earnestly perform the obligation of information disclosure in strict accordance with the relevant provisions of the listing rules and disclose the progress of relevant matters in a timely manner. The information disclosure media designated by the company are securities daily, securities times, Shanghai Securities News, China Securities News and cninfo (www.cn. Info. Com.. CN.), All information of the company shall be subject to the information disclosed in the above designated media and websites. Please make careful decisions and pay attention to investment risks.
It is hereby announced.
Henan Huaying Agricultural Development Co.Ltd(002321) board of directors January 7, 2002
