Securities code: Guangdong Piano Customized Furniture Co.Ltd(002853) securities abbreviation: Guangdong Piano Customized Furniture Co.Ltd(002853) Announcement No.: 2022010 Guangdong Piano Customized Furniture Co.Ltd(002853)
Pre disclosure announcement on the share reduction plan of specific shareholders
The shareholders of the company, Mr. Zhan Haigang, Mr. Wei Maozhi, Mr. Wang Huali, Mr. Xiong Xinguo, Ms. Yang Haiyan, Mr. Zhang Xiaolin and Mr. Sun Xiaoyang, guarantee 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:
Seven shareholders, including Mr. Hai Gang, Mr. Wei Maozhi, Mr. Wang Huali, Mr. Xiong Xinguo, Ms. Yang Haiyan, Mr. Zhang Xiaolin and Mr. Sun Xiaoyang, who hold 839698 shares of Guangdong Piano Customized Furniture Co.Ltd(002853) (hereinafter referred to as "the company" and " Guangdong Piano Customized Furniture Co.Ltd(002853) ) (accounting for 0.4501% of the total share capital of the company at present), plan to adopt centralized bidding within 12 months from the date of this announcement The total reduction of the company's shares by legal means such as block trading shall not exceed 839698 shares (no more than 0.4501% of the company's current total share capital).
The board of directors of the company recently received the notification letter of share reduction plan issued by 7 shareholders of the company, including Mr. Zhan Haigang, Mr. Wei Maozhi, Mr. Wang Huali, Mr. Xiong Xinguo, Ms. Yang Haiyan, Mr. Zhang Xiaolin and Mr. Sun Xiaoyang. The relevant information is hereby announced as follows:
1、 Basic information of shareholders
As of the date of this announcement, the names of shareholders who plan to reduce their holdings, the number and proportion of their shares before Guangdong Piano Customized Furniture Co.Ltd(002853) IPO are as follows:
Name of shareholder number of shares held before Guangdong Piano Customized Furniture Co.Ltd(002853) IPO (shares) proportion of shares held by Guangdong Piano Customized Furniture Co.Ltd(002853)
Accounting for 0.0615% of seaport 114745
Wei Maozhi 1455450.0780%
Wang Huali 1455450.0780%
Xiong Xinguo 1435450.0770%
Yang Haiyan 1455450.0780%
Zhang Xiaolin 720000.0386%
Sun Xiaoyang 727730.0390%
Total 8396980.4501%
2、 Main contents of this reduction plan
(I) share reduction plan
1. Reasons for reduction: personal capital arrangement needs;
2. Source of shares: the shares held by the company before the IPO and the shares obtained by converting the capital reserve into share capital after the listing (i.e. the shares registered through the transfer of Wenzhou Shenghe Zhengdao enterprise management partnership (limited partnership) (hereinafter referred to as "Shenghe Zhengdao")
3. Reduction period: within 12 months after three trading days from the date of announcement of the reduction plan;
4. Reduction methods: centralized bidding trading, block trading and other legal methods;
5. Number and proportion of shares to be reduced:
Name of shareholder number of shares held before Guangdong Piano Customized Furniture Co.Ltd(002853) IPO proportion of shares held by Guangdong Piano Customized Furniture Co.Ltd(002853)
Accounting for no more than 114745 shares and no more than 0.0615% of seaport
Wei Maozhi no more than 145545 shares, no more than 0.0780%
Wang Huali no more than 145545 shares, no more than 0.0780%
Xiong Xinguo no more than 143545 shares, no more than 0.0770%
Yang Haiyan no more than 145545 shares, no more than 0.0780%
Zhang Xiaolin no more than 72000 shares, no more than 0.0386%
Sun Xiaoyang no more than 72773 shares, no more than 0.0390%
Total no more than 839698 shares, no more than 0.4501%
6. Reduction price range: determined according to the market price and trading method at the time of reduction.
(II) relevant commitments and performance
Shenghe Zhengdao made the following commitments in the company's prospectus for initial public offering of shares: "within 36 months from the date of the company's initial public offering and listing, it will not transfer or entrust others to manage the company's shares directly or indirectly held before listing, nor will the company repurchase such shares.
If the shares of the company directly or indirectly held by the partnership before the public offering are reduced after the expiration of the promised lock-in period, the reasons for the reduction, the number of reduction, the future reduction plan and the impact of the reduction on the corporate governance structure and sustainable operation will be submitted to the company three trading days in advance, and the company will make an announcement three trading days before the reduction. For the shares of the company directly or indirectly held by the partnership before the public offering, the partnership will strictly abide by the commitments made on the circulation restrictions and voluntary locking of the shares held by the partnership, and will not sell them during the locking period; If the partnership reduces the company's shares directly or indirectly held by the partnership before the public offering within two years after the expiration of the above lock-in period, the shares transferred each year shall not exceed 25% of the company's shares held by the partnership, and the reduction price shall not be lower than the issue price of the offering. For example, the company has paid dividends, sent shares and If the capital reserve is converted into share capital and other ex rights and ex interests matters, the issue price shall be adjusted accordingly.
If the partnership fails to fulfill the above commitments to sell shares, it shall turn over the proceeds from the sale of shares to the company; If the partnership fails to turn over the proceeds from the above-mentioned sale of shares to the company, the company may withhold the partnership's salary for the current year and cash dividends for subsequent years until the commitment to turn over the above-mentioned proceeds is fulfilled. "
The shares of Guangdong Piano Customized Furniture Co.Ltd(002853) IPO held by Shenghe Zhengdao were lifted and listed for circulation on March 11, 2020. Because Shenghe Zhengdao decided to dissolve and carry out liquidation, it transferred 16855505 shares held by it before the initial public offering of the company to all partners of Shenghe Zhengdao on July 2, 2021. At the same time, all partners promise to continue to fulfill the relevant commitments on the reduction of various shares required by Shenghe Zhengdao.
As of the date of this announcement, the shareholders Mr. Zhan Haigang, Mr. Xiong Xinguo and Mr. Zhang Xiaolin have violated their commitments due to misoperation. For details, see the announcement on the reduction of shares and apology of specific shareholders (Announcement No.: 2022009) published in China Securities Journal, securities times, Shanghai Securities News, Securities Daily and cninfo.com on March 19, 2022. In addition to the above circumstances, other shareholders have strictly fulfilled the above relevant commitments. There is no violation of relevant commitments in the proposed reduction of shares.
3、 Description of other matters
1. Among the above shareholders, Mr. Zhan Haigang, Mr. Wei Maozhi and Ms. Yang Haiyan are no longer in the company. Mr. Wang Huali, Mr. Xiong Xinguo, Mr. Zhang Xiaolin and Mr. Sun Xiaoyang are not directors, supervisors, senior managers and core technicians of the company.
2. The above shareholders are not the controlling shareholders, actual controllers and persons acting in concert of the company. The implementation of this share reduction plan will not lead to changes in the company's control and will not have a significant impact on the company's governance structure, equity structure and sustainable operation.
4、 Relevant risk tips
The implementation of the above shareholders' share reduction plan is uncertain. Shareholders will decide whether to implement the share reduction plan according to market conditions, the company's share price and other factors. There is uncertainty about the time, quantity and price of this reduction plan, as well as whether it is completed on schedule.
During the implementation of the share reduction plan, the company will urge the relevant shareholders of the share reduction plan to strictly abide by the provisions and commitments of relevant laws and regulations, and fulfill the corresponding information disclosure obligations.
5、 Documents for future reference 1. Notification letter of share reduction plan issued by the above shareholders respectively. It is hereby announced.
Guangdong Piano Customized Furniture Co.Ltd(002853) board of directors
March 19, 2002
