Securities code: 002355 securities abbreviation: Xingmin Intelligent Transportation Systems (Group) Co.Ltd(002355) Announcement No.: 2022-013 Xingmin Intelligent Transportation Systems (Group) Co.Ltd(002355) (Group) Co., Ltd
Announcement on the termination of non-public offering of shares in 2021
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.
Xingmin Intelligent Transportation Systems (Group) Co.Ltd(002355) (Group) Co., Ltd. (hereinafter referred to as “the company”) held the 27th meeting of the Fifth Board of directors on January 10, 2022, deliberated and adopted the proposal on terminating the non-public offering of shares in 2021, and decided to terminate the non-public offering of shares in 2021. The relevant information is hereby announced as follows:
1、 Overview of non-public offering of shares in 2021
The company held the 20th meeting of the 5th board of directors on July 26, 2021, deliberated and passed the proposal on the company’s plan for non-public development of A-Shares in 2021 and other relevant proposals. It plans to issue shares to no more than 35 (including this number) specific objects in a non-public manner, and the raised funds shall not exceed 640 million yuan (including this number). For details, please refer to the company’s announcement on cninfo.com on July 28, 2021（ http://www.cn.info.com.cn. ）The announcement on the resolution of the 20th meeting of the Fifth Board of directors, the 2021 plan for non-public development of A-Shares and other relevant announcements disclosed on the. 2、 Reasons for terminating the non-public offering of shares in 2021
Since the disclosure of the plan for non-public offering of shares in 2021, the relevant situation of the company has changed. After consulting professional institutions and other relevant parties and further full demonstration, the company decided to terminate the non-public offering of shares in 2021 and planned the non-public offering of A-Shares in 2022.
3、 Impact of termination of the previous non-public offering on the company
The termination of the non-public offering of shares in 2021 will not have a significant adverse impact on the company’s daily production and operation, and there is no damage to the interests of the company and all shareholders, especially minority shareholders.
4、 Relevant review procedures
1. Review procedure
On January 10, 2022, the company held the 27th meeting of the 5th board of directors and the 19th meeting of the 5th board of supervisors, deliberated and adopted the proposal on terminating the non-public offering of shares in 2021, and agreed to terminate the non-public offering of shares in 2021.
2. Opinions of independent directors
(1) Prior approval opinion
The termination of the company’s non-public offering of shares in 2021 will not have a material impact on the company’s operation, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders. We unanimously agreed to submit the proposal on termination of non-public offering of shares in 2021 to the 27th meeting of the Fifth Board of directors of the company for deliberation. (2) Independent opinion
After verification, in view of the changes in the relevant situation of the company since the disclosure of the non-public offering plan in 2021, the company decided to adjust the non-public offering. The termination of the non-public offering of shares in 2021 will not have a substantial impact on the company’s operation. The convening, convening and voting procedures of the 27th meeting of the Fifth Board of directors of the company comply with the provisions of relevant laws, regulations and the articles of association, and there is no situation detrimental to the interests of the company and all shareholders, especially minority shareholders.
3. Opinions of the board of supervisors
Since the company’s relevant situation has changed since the disclosure of the previous plan for non-public offering of shares, after consulting professional institutions and other relevant parties and further full demonstration, the company decided to terminate the non-public offering of A-Shares in 2021, which will not have a significant adverse impact on the company’s production and operation, and will not damage the interests of the company’s shareholders, especially the minority shareholders, Agree to terminate the company’s previous non-public offering of a shares.
5、 Documents for future reference
1. Resolutions of the 27th meeting of the 5th board of directors;
2. Resolutions of the 19th meeting of the board of supervisors;
3. Prior approval opinions and independent opinions of independent directors on matters related to the 27th meeting of the Fifth Board of directors.
It is hereby announced.
Board of directors of Xingmin Intelligent Transportation Systems (Group) Co.Ltd(002355) (Group) Co., Ltd
January 11, 2022
