Securities code: Lingyi Itech (Guangdong) Company(002600) securities abbreviation: Lingyi Itech (Guangdong) Company(002600) Announcement No.: 2022045 Lingyi Itech (Guangdong) Company(002600)
With regard to the announcement on the termination of planning to issue H shares and list them in Hong Kong, 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.
Lingyi Itech (Guangdong) Company(002600) (hereinafter referred to as "the company") held the 19th meeting of the 5th board of directors and the 13th meeting of the 5th board of supervisors on April 7, 2022, and deliberated and adopted the proposal on matters related to terminating the planning of issuing H shares and listing in Hong Kong. Based on the environmental change factors of the current capital market, comprehensively considering the current market conditions and the company's business development plan, after careful analysis and demonstration by the company, the company will terminate the planning of issuing H shares and listing on the main board of the stock exchange of Hong Kong Limited. The details are as follows:
1、 Basic information of the planned issuance of H shares
The company held the third meeting of the Fifth Board of directors and the third extraordinary general meeting of shareholders in 2021 on May 20, 2021 and June 7, 2021 respectively, and deliberated and adopted the proposal on the company's plan to issue H shares and list in Hong Kong, the proposal on requesting the general meeting of shareholders to authorize the board of directors and its authorized persons to deal with matters related to the issuance and listing of H shares and other proposals related to the issuance, Relevant announcements were disclosed on cninfo.com, the information disclosure website designated by the CSRC, on May 21, 2021 and June 8, 2021 respectively.
The company submitted the application materials to the China Securities Regulatory Commission on the proposed issuance of overseas listed foreign shares (H shares) and listing on the main board of the stock exchange of Hong Kong Limited, and received the acceptance form of administrative license application of the CSRC (No. 211445) issued by the CSRC on June 17, 2021. On June 30, 2021, the company submitted the application for this issuance and listing to the Hong Kong stock exchange, and published the information collection of the application version of this issuance and listing on the website of the Hong Kong Stock Exchange on the same day. On September 23, 2021, the company received the reply on approving Lingyi Itech (Guangdong) Company(002600) issuance of overseas listed foreign shares issued by China Securities Regulatory Commission (zjxk [2021] No. 3055).
2、 Reasons for terminating the planning of this issuance of H shares
Since the announcement of the company's plan for issuing H shares this time, the board of directors, management and relevant intermediaries of the company have been actively promoting various work together. In view of the current changes in the capital market environment and taking into account the actual situation of the company and the current business development plan and other factors, after careful analysis, the company decided to terminate the planning for the issuance of H shares and listing on the main board of the stock exchange of Hong Kong Limited.
3、 Impact of termination of the planned issuance of H shares
The company's operating conditions are stable and good. The termination of the planned issuance of H shares will not have a significant impact on the company's operating performance and financial status, and there is no situation that damages the interests of the company and shareholders, especially minority shareholders. According to the needs of business development, the company will further plan the financing structure and financing channels in combination with factors such as capital market and policy environment, so as to ensure the capital demand of business development and promote the development of internationalization strategy of the company.
4、 Terminate the deliberation procedures for the planned issuance of H shares
According to the proposal on Authorizing the board of directors and its authorized persons to deal with matters related to the issuance of overseas listed foreign shares (H shares) and listing on the main board of the stock exchange of Hong Kong Limited, which was deliberated and approved by the third extraordinary general meeting of shareholders in 2021, the termination of the planned issuance of H shares by the company belongs to the scope of authorization authorized by the general meeting of shareholders to deal with the full power of the board of directors and does not need to be submitted to the general meeting of shareholders for deliberation.
5、 Opinions of independent directors
The termination of the company's planning to issue H shares this time is mainly due to the comprehensive and prudent consideration of the current actual situation of the company and the company's business development plan due to the environmental changes in the current capital market. The termination of the company's planning to issue H shares this time complies with the provisions of relevant laws, regulations and normative documents. After deliberation and approval by the 19th meeting of the Fifth Board of directors, the convening, deliberation and voting procedures of the board of directors comply with the provisions of relevant laws, regulations and the articles of association, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders. The company's current operating condition is stable and good. The termination of the planning for the issuance of H shares and the withdrawal of the application documents will not have a significant impact on the company's daily production, operation and financial status. We agree that the company will stop planning to issue H shares and list them on the main board of the stock exchange of Hong Kong Limited.
6、 Opinions of the board of supervisors
The board of supervisors held that: the company carefully decided to terminate the planning of issuing H-shares and listing on the main board of all Hong Kong joint stock exchange Co., Ltd. in line with the provisions of relevant laws and regulations, normative documents and the articles of association. The current operating condition of the company is stable and good. The termination of planning to issue H shares will not have a significant impact on the company's daily production, operation and financial status, and there is no situation that damages the interests of the company and shareholders, especially minority shareholders.
7、 Documents for future reference
1. Resolutions of the 19th meeting of the 5th board of directors;
2. Resolutions of the 13th meeting of the 5th board of supervisors;
3. Independent opinions of independent directors on matters related to the 19th meeting of the Fifth Board of directors.
It is hereby announced.
Lingyi Itech (Guangdong) Company(002600) board of directors
April 7, 2002
