Securities code: Suzhou Gyz Electronic Technology Co.Ltd(688260) securities abbreviation: Suzhou Gyz Electronic Technology Co.Ltd(688260) Announcement No.: 2022017 Suzhou Gyz Electronic Technology Co.Ltd(688260)
On the listing flow of some restricted shares in the initial public offering
General suggestive announcement
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law. Important note: the number of restricted shares circulating in this listing is 38116260, and there is no strategic placement shares
The listing and circulation date is April 6, 2022
1、 Types of restricted shares traded in this listing
According to the reply on Approving the registration of Suzhou Gyz Electronic Technology Co.Ltd(688260) initial public offering of shares (zjxk [2021] No. 606) issued by China Securities Regulatory Commission on March 2, 2021, Suzhou Gyz Electronic Technology Co.Ltd(688260) (hereinafter referred to as "the company" and " Suzhou Gyz Electronic Technology Co.Ltd(688260) ") was approved to issue 30000000 ordinary shares to the public for the first time, and was listed on the science and Innovation Board of Shanghai Stock Exchange on April 6, 2021. The total share capital of the company before the initial public offering is 90 million shares, and after the initial public offering is 120 million shares, including 27296137 tradable shares with unlimited sales conditions and 92703863 tradable shares with limited sales conditions. Changes in the total amount of the company's share capital after the initial public announcement to the date of the company's initial public offering. On October 8, 2021, the company's initial public offering of 1203863 restricted shares placed offline was listed and circulated.
The restricted shares listed and circulated this time are part of the restricted shares issued by the company in the initial public offering, involving 15 shareholders of restricted shares. These shareholders hold 38116260 shares of the company, accounting for 31.76% of the total shares of the company. The restricted period is 12 months from the date of listing of the company's shares. The restricted shares listed and circulated this time will be listed and circulated from April 6, 2022.
2、 Changes in the number of share capital of the company since the formation of restricted shares listed and circulated this time
The restricted shares circulated in this listing are part of the restricted shares issued in the initial public offering. After the restricted shares listed and circulated this time are formed, the total share capital of the company has not changed as of the date of disclosure of this announcement.
3、 Relevant commitments on the listing and circulation of restricted shares
According to the prospectus of Suzhou Gyz Electronic Technology Co.Ltd(688260) initial public offering of shares and listing on the science and innovation board and the listing announcement, the shareholders applying for lifting the restrictions on the sale of shares make the following commitments to their shares:
Commitment to stock lock-in
(I) commitment of Zheng Xiangchao, a natural person shareholder holding more than 5% of the company, on share locking
"1. I promise that within 12 months from the date of listing of the issuer's shares, I will not transfer or entrust others to manage the shares issued before the issuer's initial public offering directly or indirectly held by me, nor will the issuer repurchase the shares issued before the issuer's initial public offering directly or indirectly held by me;
2. After the expiration of the aforesaid lock-in period, I will abide by the relevant provisions of the China Securities Regulatory Commission and Shanghai Stock Exchange on stock listing and trading;
3. In case of ex rights and ex interests due to the distribution of cash dividends, shares, conversion of share capital and other reasons, the above share price and number of shares shall be adjusted accordingly according to the regulations.
The above commitment is my true intention. I voluntarily accept the supervision of regulatory agencies, self regulatory organizations and the public. If I violate the above commitment, I will bear corresponding responsibilities according to law. "
(II) Ili Suxin investment fund partnership (limited partnership), Nanjing Daofeng Investment Management Center (general partnership), Suzhou Tianchan Zhizao equity investment partnership (limited partnership), Suzhou Industrial Park Yuanhe Zhongyuan No. 2 equity investment fund partnership (limited partnership), Suzhou Guofa Xinxing phase II venture capital partnership (limited partnership), with less than 5% of the company's legal shareholders Commitment of Suzhou Yunwu enterprise management consulting partnership (limited partnership) and Suzhou Yunliu enterprise management consulting partnership (limited partnership) on share locking
"1. The enterprise promises not to transfer or entrust others to manage the shares issued before the issuer's initial public offering directly or indirectly held by the enterprise, nor will the issuer repurchase the shares issued before the issuer's initial public offering directly or indirectly held by the enterprise within 12 months from the date of listing of the issuer's shares;
2. After the expiration of the aforesaid lock-in period, the enterprise will comply with the relevant provisions of the CSRC and Shanghai Stock Exchange on stock listing and trading;
3. In case of ex rights and ex interests due to the distribution of cash dividends, shares, conversion of share capital and other reasons, the above share price and number of shares shall be adjusted accordingly according to the regulations.
The above commitments are the true meaning of the enterprise. The enterprise voluntarily accepts the supervision of regulatory agencies, self regulatory organizations and the public. If it violates the above commitments, the enterprise will bear corresponding responsibilities according to law. "
(III) commitment of Xiong Qiang, Chen Yi, Fang Hao, Xu AO and Wang Yuan, natural person shareholders holding less than 5% of the company, on share locking
"1. I promise that within 12 months from the date of listing of the issuer's shares, I will not transfer or entrust others to manage the shares issued before the issuer's initial public offering directly or indirectly held by me, nor will the issuer repurchase the shares issued before the issuer's initial public offering directly or indirectly held by me;
2. After the expiration of the aforesaid lock-in period, I will abide by the relevant provisions of the China Securities Regulatory Commission and Shanghai Stock Exchange on stock listing and trading;
3. In case of ex rights and ex interests due to the distribution of cash dividends, shares, conversion of share capital and other reasons, the above share price and number of shares shall be adjusted accordingly according to the regulations.
The above commitment is my true intention. I voluntarily accept the supervision of regulatory agencies, self regulatory organizations and the public. If I violate the above commitment, I will bear corresponding responsibilities according to law. "
(IV) commitment of Wang Qingjing, the director of the company, on share locking
"1. I promise that within 12 months from the date of listing of the issuer's shares, I will not transfer or entrust others to manage the shares issued before the issuer's initial public offering directly or indirectly held by me, nor will the issuer repurchase the shares issued before the issuer's initial public offering directly or indirectly held by me;
2. After the expiration of the aforesaid lock-in period, I will abide by the relevant provisions of the China Securities Regulatory Commission and Shanghai Stock Exchange on stock listing and trading;
3. During my tenure as a director, supervisor and senior manager of the company, the shares transferred each year shall not exceed 25% of the total shares of the company held at the end of the previous year; I will not transfer my shares in the company within 6 months after leaving office;
4. In case of ex rights and ex interests due to the distribution of cash dividends, shares, conversion of share capital and other reasons, the above share price and number of shares shall be adjusted accordingly according to the regulations.
The above commitment is my true intention. I voluntarily accept the supervision of regulatory agencies, self regulatory organizations and the public. If I violate the above commitment, I will bear corresponding responsibilities according to law. "
(V) Gan Ziying, the supervisor of the company, made a commitment on share locking
"1. I promise that within 12 months from the date of listing of the issuer's shares, I will not transfer or entrust others to manage the shares issued before the issuer's initial public offering directly or indirectly held by me, nor will the issuer repurchase the shares issued before the issuer's initial public offering directly or indirectly held by me;
2. After the expiration of the aforesaid lock-in period, I will abide by the relevant provisions of the China Securities Regulatory Commission and Shanghai Stock Exchange on stock listing and trading;
3. During my tenure as a director, supervisor and senior manager of the company, the shares transferred each year shall not exceed 25% of the total shares of the company held at the end of the previous year; I will not transfer my shares in the company within 6 months after leaving office;
4. In case of ex rights and ex interests due to the distribution of cash dividends, shares, conversion of share capital and other reasons, the above share price and number of shares shall be adjusted accordingly according to the regulations.
The above commitment is my true intention. I voluntarily accept the supervision of regulatory agencies, self regulatory organizations and the public. If I violate the above commitment, I will bear corresponding responsibilities according to law. "
Commitment of shareholding intention and reduction intention
(I) commitment of Zheng Xiangchao, a natural person shareholder holding more than 5% of the company, on shareholding intention and reduction intention
"1. I will hold the shares of the issuer in accordance with Chinese laws, regulations, rules and regulatory requirements, and will strictly fulfill the commitment of locking the shares of the issuer disclosed in the prospectus of the issuer's initial public offering.
2. If I reduce the shares of the issuer within two years after the expiration of the lock-in period of holding the shares of the issuer, the reduction price is expected to be no less than the issue price of the issuer at the time of initial public offering. In case of ex rights and ex interests due to the issuer's distribution of cash dividends, share distribution, conversion of share capital, issuance of new shares and other reasons, the above issuance price and the number of shares reduced shall be adjusted accordingly in accordance with the relevant provisions of the stock exchange.
3. The way of reducing the shares of the issuer shall comply with the provisions of relevant laws, regulations, rules and the rules of the stock exchange. The ways of reducing the shares include but are not limited to bidding trading in the secondary market, block trading, agreement transfer, etc.
4. When I reduce the shares of the issuer and am still a shareholder holding more than 5% of the shares of the issuer, I shall make an announcement at least three trading days in advance and actively cooperate with the announcement and other information disclosure of the issuer; If I plan to reduce my shares through centralized bidding trading at the stock exchange, I shall disclose the reduction plan in advance in accordance with relevant regulations 15 trading days before the first sale.
5. If the securities regulatory authorities, stock exchanges and other competent departments modify the above-mentioned reduction provisions at that time, I will implement them in accordance with the effective reduction provisions at that time.
This letter of commitment shall come into force from the date of my signature and shall be effective until the date when I am no longer a shareholder of Suzhou Gyz Electronic Technology Co.Ltd(688260) holding more than 5% shares. "
(II) the commitment of Gan Ziying, a shareholder who holds more than 5% of the total shares directly or indirectly, on the intention of shareholding and reduction
"1. I will hold the shares of the issuer in accordance with Chinese laws, regulations, rules and regulatory requirements, and will strictly fulfill the commitment of locking the shares of the issuer disclosed in the prospectus of the issuer's initial public offering.
2. If I reduce the shares of the issuer within two years after the expiration of the lock-in period of holding the shares of the issuer, the reduction price is expected to be no less than the issue price of the issuer at the time of initial public offering. In case of ex rights and ex interests due to the issuer's distribution of cash dividends, share distribution, conversion of share capital, issuance of new shares and other reasons, the above issuance price and the number of shares reduced shall be adjusted accordingly in accordance with the relevant provisions of the stock exchange.
3. The way of reducing the shares of the issuer shall comply with the provisions of relevant laws, regulations, rules and the rules of the stock exchange. The ways of reducing the shares include but are not limited to bidding trading in the secondary market, block trading, agreement transfer, etc.
4. When I reduce the shares of the issuer and am still a shareholder holding more than 5% of the shares of the issuer, I shall make an announcement at least three trading days in advance and actively cooperate with the announcement and other information disclosure of the issuer; If I plan to reduce my shares through centralized bidding trading at the stock exchange, I shall disclose the reduction plan in advance in accordance with relevant regulations 15 trading days before the first sale.
5. If the securities exchange has the right to reduce its holdings in accordance with the provisions of the securities regulatory authority at that time, it will have the right to implement the above-mentioned provisions in accordance with the law.
This letter of commitment shall come into force from the date of my signature and shall be effective until the date when I am no longer a shareholder of Suzhou Gyz Electronic Technology Co.Ltd(688260) holding more than 5% shares. "
4、 Verification opinions of intermediary institutions
After verification, the recommendation institution believes that:
As of the date of issuance of this verification opinion, Suzhou Gyz Electronic Technology Co.Ltd(688260) the holders of restricted shares listed and circulated this time have strictly complied with their commitments made in the initial public offering of the company. The number of restricted shares listed and circulated, the time of listing and circulation and other relevant matters of the company comply with the measures for the administration of securities issuance and listing recommendation business, the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange (revised in December 2020), and the measures for the continuous supervision of companies listed on the science and Innovation Board (for Trial Implementation) The requirements of relevant laws, regulations and normative documents such as self regulatory guidelines for companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation, as well as the contents of shareholders' commitments. The company's information disclosure related to the restricted shares is true, accurate and complete. To sum up, the recommendation institution has no objection to the lifting of the restrictions on the sale and listing and circulation of the company's restricted shares this time.
5、 Listing and circulation of restricted shares
(I) the number of restricted shares listed and circulated this time is 38116260 shares, accounting for 31.76% of the total shares of the company.
(II) the listing and circulation date of restricted shares is April 6, 2022;
(III) listing and circulation list of initial restricted shares
Unit: shares
Number of restricted shares held
The number of shareholders holding restricted share capital and the number of remaining restricted shares in the secondary listing account for the total shares of the company
Number of shares (%)
1 Zheng Xiangchao 63791105.3263791100
Suzhou Tianchan Zhizao equity
2 investment in partnership (42527703.5442527700
Limited partnership)
Yili Suxin investment base
