Securities code: Tangrenshen Group Co.Ltd(002567) securities abbreviation: Tangrenshen Group Co.Ltd(002567) Announcement No.: 2022054 Tangrenshen Group Co.Ltd(002567)
With regard to the announcement on the punishment or regulatory measures taken by the securities regulatory authorities and the exchange in the past five years, the company and all members of the board of directors guarantee that the content of information disclosure is true, accurate and complete without false records, misleading statements or major omissions.
Tangrenshen Group Co.Ltd(002567) (hereinafter referred to as " Tangrenshen Group Co.Ltd(002567) ," the company ") has continuously improved the corporate governance mechanism and promoted the sustainable and healthy development of the enterprise in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the stock listing rules of Shenzhen Stock Exchange, the articles of association and other laws and regulations in the past five years.
In view of the company's intention to apply for non-public offering of a shares, according to the relevant requirements of the China Securities Regulatory Commission, the company now discloses the punishment or regulatory measures taken by the securities regulatory authorities and exchanges in the past five years and the corresponding rectification measures as follows:
1、 The company has been punished by the securities regulatory authority and the exchange in the past five years
As of the disclosure date of this announcement, the company has not been punished by the securities regulatory authorities and the exchange in the past five years.
2、 Regulatory measures and rectification measures taken by securities regulatory authorities and exchanges in the past five years
As of the disclosure date of this announcement, the regulatory measures and rectification measures taken by the securities regulatory authorities and the exchange in the past five years are as follows:
(I) on February 2, 2021, the management department of the small and medium-sized board company of Shenzhen Stock Exchange issued the letter of concern about Tangrenshen Group Co.Ltd(002567) (small and medium-sized board concern letter [2021] No. 82)
Shenzhen Stock Exchange expressed concern about the announcement on the acquisition of 55% equity of Hunan Jitai agriculture and animal husbandry Co., Ltd. disclosed by the company on February 2, 2021. The company plans to acquire 55% equity of Hunan Jitai agriculture and animal husbandry Co., Ltd. for 110 million yuan.
After receiving the letter of concern, the company attached great importance to it, timely submitted the reply to the letter of concern and made a written explanation on the problems raised by Shenzhen Stock Exchange.
(II) on May 22, 2020, the management department of the small and medium-sized board company of Shenzhen Stock Exchange issued the letter of concern on Tangrenshen Group Co.Ltd(002567) (small and medium-sized board concern letter [2020] No. 319)
Shenzhen Stock Exchange expressed concern about the company's signing of framework agreements, investment cooperation agreements with relevant parties, the company's change of the implementation subject and name of some raised investment projects, and the use of raised funds to provide loans and other matters disclosed from April 27 to May 21, 2020.
After receiving the letter of concern, the company attached great importance to it, timely submitted the reply to the letter of concern and made a written explanation on the problems raised by Shenzhen Stock Exchange.
(III) on December 16, 2019, the management department of small and medium-sized board company of Shenzhen Stock Exchange issued the supervision letter on long Qiuhua, the supervisor of Tangrenshen Group Co.Ltd(002567) at that time (small and medium-sized board supervision letter [2019] No. 214)
Main contents:
The disclosure time of the company's 2019 semi annual report is August 17, 2019. As the supervisor of Tangrenshen Group Co.Ltd(002567) at that time, you and your spouse Zhu Yuhong bought 9200 shares and 111500 shares of the company respectively within 30 days before the disclosure of Tangrenshen Group Co.Ltd(002567) semi annual report on August 9, with the purchase amount of 109900 yuan and 1321200 yuan. The above-mentioned share purchase constitutes a sensitive period transaction. At the same time, you sold the company's shares on May 21, 2019. Your purchase of the company's shares constitutes a short-term transaction as defined in Article 47 of the securities law.
Your above behavior violates Article 1.4 of the stock listing rules (revised in 2018) and article 3.8.17 of the guidelines for the standardized operation of small and medium board listed companies (revised in 2015). Please pay full attention to the above problems, draw lessons and prevent the recurrence of the above problems.
At the same time, I remind you that the directors, supervisors and senior managers of listed companies should strictly abide by the relevant provisions of national laws and regulations, the stock listing rules of the exchange and the guidelines for the standardized operation of companies listed on the SME board.
Rectification:
After receiving the supervision letter, the company attached great importance to it and asked long Qiuhua about the reasons and specific conditions of the relevant matters involved in the above supervision letter. Long Qiuhua has fully recognized the seriousness of the above problems and will draw lessons from them. At present, long Qiuhua no longer serves as the supervisor of the company. The board of directors of the company has informed the directors, supervisors and senior managers of the matter, requiring all directors, supervisors and senior managers of the company to strengthen the study of laws and regulations such as the securities law and the company law, strictly fulfill relevant commitments, fulfill their duties and prevent the recurrence of such matters.
(IV) on December 9, 2019, Hunan regulatory bureau of China Securities Regulatory Commission issued the decision on the regulatory measures of issuing warning letters to long Qiuhua
Main contents:
You have served as the supervisor of Tangrenshen Group Co.Ltd(002567) (hereinafter referred to as "the company") since July 9, 2019. On August 9, 2019, you bought 9200 shares of the company's shares through centralized bidding trading on the exchange, with a transaction price of 11.95 yuan / share and a transaction amount of 109940 yuan. The transaction time is within 6 months from the time of your last reduction of the company's shares on May 21, 2019.
As a supervisor of the company, you bought the company's shares within six months after you sold them, in violation of Article 47 of the securities law. In view of your initiative to report to the company the trading of the company's shares in the securities account under your name, turn in the illegal income, the illegal act is minor and corrected in time, according to the relevant provisions of paragraph 2 of Article 27 of the administrative punishment law, our bureau will not impose administrative punishment according to law. In order to strengthen warning education, our bureau has decided to take administrative supervision measures to issue warning letters to you.
If you are not satisfied with this regulatory measure, you may apply for administrative reconsideration to the CSRC within 60 days from the date of receiving this decision, or bring a lawsuit to the people's court with jurisdiction within 6 months from the date of receiving this decision. During the period of reconsideration and litigation, the above supervision and management measures shall not be suspended.
Rectification:
The company apologized for the negative impact of the then supervisor's illegal increase in the company's shares on the majority of investors. The company strengthened the study of laws, regulations and normative documents of relevant personnel, and urged relevant personnel to strictly abide by relevant regulations to prevent such incidents from happening again.
In addition to the above, the company has not been punished or taken regulatory measures by securities regulatory authorities and exchanges in the past five years.
It is hereby announced.
Tangrenshen Group Co.Ltd(002567) board of directors April 11, 2002
