Securities code: Huasi Holding Company Limited(002494) securities abbreviation: Huasi Holding Company Limited(002494) Announcement No.: 2022010
Huasi Holding Company Limited(002494)
Announcement on cancellation of repurchased shares and reduction of registered capital
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.
Huasi Holding Company Limited(002494) (hereinafter referred to as “the company”) was held on April 14, 2022
The second meeting of the Fifth Board of directors and the second meeting of the Fifth Board of supervisors deliberated and adopted the
The proposal on selling the repurchased shares and reducing the registered capital agrees to deposit them in the special securities account for stock repurchases
8250100 shares of the company shall be cancelled and the registered capital of the company shall be reduced accordingly. Vote on the proposal
There are 7 directors, and the deliberation result is 7 affirmative votes, 0 negative votes and 0 abstention votes. Independent directors of the company
The matter has expressed clear consent, and the proposal needs to be submitted to the general meeting of shareholders of the company for deliberation. Present general
The relevant information is announced as follows:
1、 Overview of share repurchase
The company held the fourth board meeting on November 8, 2018 and November 27, 2018 respectively
The first meeting of the board of directors and the third extraordinary general meeting of shareholders in 2018 deliberated and adopted the
The company plans to use its own funds of not less than 50 million yuan (including), not less than
More than 100 million yuan (including) shall be delivered through centralized bidding through the trading system of Shenzhen Stock Exchange
Repurchase part of the company’s shares by e-commerce or other methods permitted by laws and regulations, and the repurchase price shall not exceed 10 yuan/
Shares (including). The term of share repurchase shall not be longer than the date when the shareholders’ meeting deliberates and approves the share repurchase plan
More than 12 months. The purpose of the repurchased shares includes but is not limited to the use for subsequent employee stock ownership plans or
Equity incentive plan; Converting corporate bonds issued by listed companies that can be converted into shares; Or to protect the public
Other circumstances permitted by laws and regulations, such as the company’s value and shareholders’ equity. December 6, 2018
The company disclosed the repurchase report. For details, please refer to securities times and China Securities
Newspaper, Shanghai Securities News and cninfo http://www.cn.info.com.cn. On repurchase
Plan for the company’s shares (Announcement No.: 2018053) and repurchase report (Announcement No.: 2018058).
As of May 24, 2019, the company has repurchased 8250100 shares through centralized bidding trading through the special securities repurchase account, accounting for 2.1398% of the total share capital of the company. The maximum purchase price is 6.82 yuan / share, the minimum price is 5.25 yuan / share, and the total payment amount is 5000385610 yuan (including transaction fee 1560110 yuan). Comply with the company’s share repurchase plan and the requirements of relevant laws and regulations. For details, please refer to the securities times, the designated information disclosure media, and http://www.cn.info.com.cn Announcement of Huasi Holding Company Limited(002494) on the completion of share repurchase (Announcement No.: 2019027).
The company held the 7th Meeting of the 4th board of directors on May 31, 2019, and deliberated and adopted the proposal on determining the purpose of share repurchase. Based on the confidence in the future development of the company, further improve the long-term incentive mechanism of the company, effectively combine the interests of shareholders, the company and employees, and promote the long-term, healthy and stable development of the company. All the shares repurchased this time will be used to implement the equity incentive plan or employee stock ownership plan. If the above shares are not used for equity incentive or employee stock ownership plan within 36 months after the completion of share repurchase, all the above shares shall be cancelled in accordance with relevant regulations. Except that the purpose of share repurchase is determined as equity incentive or employee stock ownership plan, other contents of the repurchase plan have not changed and comply with the provisions of relevant laws and regulations. See the announcement on determining the purpose of share repurchase (Announcement No.: 2019030) disclosed by the company on May 31, 2019 for details.
2、 Reasons for cancellation of repurchased shares
According to the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 9 – share repurchase and the relevant provisions of the company’s share repurchase plan, if the specific plan of the employee stock ownership plan or equity incentive plan fails to be reviewed and approved by the decision-making bodies such as the board of directors and the general meeting of shareholders within 36 months after the completion of share repurchase, or the company fails to implement the above purposes within 36 months after the completion of share repurchase, All the repurchased shares will be cancelled. After deliberation and approval at the second meeting of the 5th board of directors of the company, it is agreed to cancel 8250100 shares deposited in the special securities account for stock repurchase and reduce the registered capital of the company accordingly.
3、 Changes in total share capital of the company after cancellation of repurchased shares
After the cancellation, the total share capital of the company will be reduced from 385560818 shares to 377310718 shares, and the registered capital will be reduced from 385560818 yuan to 377310718 yuan. The expected changes in the company’s share capital structure are as follows:
Share type before this change and after this change
Number (share) proportion share (share) number (share) proportion
1、 Limited sales note 9054028123.48% 09054028124%
Piece circulating stock
2、 Unlimited sales note 29502053776.52% – 82501 Chow Tai Seng Jewellery Company Limited(002867) 7043776.00% circulating shares
3、 Total share capital 385560818100% – 8250100377310718100%
Note: the actual situation of the above changes in share capital structure shall be subject to the share capital structure table issued by Shenzhen Branch of China Securities Depository and Clearing Co., Ltd.
This cancellation of repurchased shares will not damage the interests of the company and small and medium-sized investors, nor will it lead to the company’s equity distribution not meeting the listing conditions, nor will it affect the listing status of the company.
4、 Independent opinions of independent directors
After examination, we believe that the cancellation of repurchased shares and the reduction of registered capital comply with the relevant provisions of the company law, the securities law and other laws and regulations. When voting on the proposal, the board of directors performed the necessary deliberation procedures and complied with the provisions of relevant laws, regulations and normative documents. The cancellation and repurchase of shares and reduction of registered capital of the company do not harm the interests of shareholders, especially the majority of minority shareholders. Therefore, we agree to cancel the repurchase of shares and reduce the registered capital of the company, and agree to submit the matter to the general meeting of shareholders for deliberation.
5、 Documents for future reference
1. Resolutions of the second meeting of the 5th board of directors;
2. Resolutions of the second meeting of the 5th board of supervisors;
3. Independent opinions of independent directors on matters related to the second meeting of the Fifth Board of directors..
It is hereby announced.
Huasi Holding Company Limited(002494) board of directors April 14, 2022
