Stock abbreviation: Dayu Water-Saving Group Co.Ltd(300021) Stock Code: 300021 Dayu Water-Saving Group Co.Ltd(300021)
Dayu Water-saving Group Co.,Ltd
(No. 290, Jiefang Road, Jiuquan City, Gansu Province)
Summary procedure in 2021
Plan for issuing shares to specific objects
(Revised Version)
January 2002
Issuer statement
1. The company and all members of the board of directors guarantee that the contents of this plan are true, accurate and complete, and confirm that there are no false records, misleading statements or major omissions.
2. After the issuance of shares to specific objects in a simple procedure, the company shall be responsible for the changes in the company's operation and income; The investors shall be responsible for the investment risks arising from the issuance of shares to specific objects through summary procedures.
3. This plan is the explanation of the board of directors of the company on the issuance of shares to specific objects through summary procedures. Any statement to the contrary is untrue.
4. Investors should consult their own stockbrokers, lawyers, professional accountants or other professional advisers if they have any questions.
5. The matters described in this plan do not represent the substantive judgment, confirmation and approval of the examination and approval authority on the matters related to the issuance of shares to specific objects through simple procedures. The effectiveness and completion of the matters related to the issuance of shares to specific objects through simple procedures described in this plan have yet to be approved or approved by the relevant examination and approval authority.
Important tips
The words or abbreviations in this part have the same meanings as those in the "interpretation" of this plan.
1、 The issues related to the issuance of shares to specific objects through summary procedures have been implemented by the board of directors authorized by the company's 2020 annual general meeting of shareholders. The issuance plan has been adopted at the 58th (Interim) meeting of the Fifth Board of directors and the 60th (Interim) meeting of the Fifth Board of directors, It needs to be examined and approved by Shenzhen Stock Exchange and registered with the consent of China Securities Regulatory Commission.
2、 The company shall issue shares to no more than 35 specific objects through summary procedures, which are legal persons, natural persons or other legal investment organizations that meet the conditions stipulated by the CSRC. Securities investment fund management companies, securities companies, qualified foreign institutional investors and RMB qualified foreign institutional investors who subscribe for more than two products under their management shall be regarded as one issuance object; As the issuing object, trust companies can only subscribe with their own funds.
3、 The total amount of funds raised in this offering shall not exceed (including) 300 million yuan, not exceed 300 million yuan and not exceed 20% of the net assets at the end of the most recent year; The net amount of raised funds after deducting relevant issuance expenses will be used for the following items:
Unit: 10000 yuan
Serial no. Name of project to be invested
1 regional operation center and comprehensive service capacity improvement project 14606.43 12755.00
2 intelligent rural sewage treatment equipment, membrane separation device 13528.33 8245.00 and supporting double wall corrugated pipe production project
3. Replenish working capital and repay bank loans 9000.00 9000.00
Total 37134.76 30000.00
Before the funds raised in this offering are in place, the company can invest with self raised funds according to the actual progress of the project, and replace the self raised funds with the raised funds after the raised funds are in place. After the raised funds are in place, if the net amount of the actual raised funds after deducting the issuance expenses is less than the total amount of the proposed raised funds, within the scope of the investment projects of the raised funds in this issuance, the company will adjust and finally determine the specific investment projects, sequence and specific investment amount of each project according to the actual amount of the raised funds and the priorities of the projects, The insufficient funds raised shall be raised by the company itself.
4、 The pricing benchmark date of this issuance is the first day of the issuance period of the company's issued shares, and the issuance price is not less than 80% of the average trading price of the company's shares in the 20 trading days before the pricing benchmark date (the average trading price of the company's shares in the 20 trading days before the pricing benchmark date = the total stock trading volume in the 20 trading days before the pricing benchmark date / the total stock trading volume in the 20 trading days before the pricing benchmark date). During the period from the pricing benchmark date to the issue date, if the company implements ex rights and ex interests matters such as cash dividend, share distribution and conversion of capital reserve into share capital, the issue price will be adjusted accordingly in accordance with the relevant provisions of Shenzhen Stock Exchange.
5、 The number of shares to be issued this time is 58593750, which does not exceed 30% of the total share capital of the company before this issuance.
If the company's shares are distributed from the pricing base date to the issuance date, the capital reserve is converted into share capital, or the total share capital of the company changes before the issuance and the issuance price is adjusted due to other reasons, the upper limit of the number of shares issued will be adjusted accordingly. The final number of shares issued shall be subject to the number approved by the CSRC.
6、 The shares issued to specific objects through summary procedures shall not be transferred within 6 months from the date of completion of this issuance. After the end of this offering, the company's shares increased due to the company's bonus shares and the conversion of capital reserve into share capital shall also comply with the above arrangement of the restricted sale period. After the expiration of the sales restriction period, the reduction of the shares subscribed by the issuing object shall comply with the relevant provisions of the CSRC, Shenzhen Stock Exchange and other regulatory authorities.
7、 The company has always attached importance to the continuous return to investors. In accordance with the notice on further implementing matters related to cash dividends of listed companies (zjf [2012] No. 37) and the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies (CSRC announcement [2013] No. 43) and other relevant requirements of the CSRC, the company has formulated profit distribution policies and dividend return plans, See "section IV profit distribution policy and implementation of the company" in this plan for details.
8、 According to the opinions of the general office of the State Council on Further Strengthening the protection of the legitimate rights and interests of small and medium-sized investors in the capital market (GBF [2013] No. 110) In accordance with the relevant provisions of the opinions of the State Council on further promoting the healthy development of the capital market (GF [2014] No. 17) and the guiding opinions on matters related to the dilution of immediate return in initial public offering, refinancing and major asset restructuring (CSRC announcement [2015] No. 31), the company has formulated measures to fill the diluted immediate return after the issuance of shares, The controlling shareholders, actual controllers, directors and senior managers of the company have made commitments to the effective implementation of the company's measures to fill returns. For relevant measures and commitments, please refer to "section V statements and commitments of the board of directors related to this issuance" of this plan.
At the same time, the company specially reminds investors that the formulation of filling return measures does not guarantee the company's future profits.
9、 The accumulated undistributed profits before the issuance shall be shared by the new and old shareholders after the issuance to specific objects in a simple procedure according to their respective shareholding ratio.
10、 The implementation of this offering will not lead to the company's equity distribution not meeting the listing conditions, nor will it lead to changes in the company's controlling shareholders and actual controllers.
In this plan, unless otherwise specified, the following abbreviations have the following specific meanings: I. common term Dayu Water-Saving Group Co.Ltd(300021) , company, the company, the above Dayu Water-Saving Group Co.Ltd(300021) , stock code: 300021 city company, issuer
Controlling shareholders and actual controllers refer to Wang Haoyu and Qiu Ling
Tianjin Dayu environmental protection refers to Dayu environmental protection (Tianjin) Co., Ltd
This issuance and the issuance of A-Shares in summary procedure refer to the issuance of A-Shares to no more than 35 specific objects (including 35) in Dayu Water-Saving Group Co.Ltd(300021) 2021
The reporting period refers to 2018, 2019, 2020 and January September 2021
The end of the last three years and the reporting period respectively refer to December 31, 2018, December 31, 2019, December 31, 2020 and September 30, 2021
Articles of association means the articles of association of Dayu Water-Saving Group Co.Ltd(300021)
Company law means the company law of the people's Republic of China
"Securities Law" means the securities law of the people's Republic of China
CSRC and CSRC refer to China Securities Regulatory Commission
Shenzhen Stock Exchange and stock exchange refer to Shenzhen Stock Exchange
Yuan, 10000 yuan and 100 million yuan refer to RMB, 10000 yuan and 100 million yuan unless otherwise specified
2、 Technical terms
The effective utilization coefficient of farmland irrigation water refers to the ratio of the amount of water that can be absorbed and utilized by crops into the field to the total irrigation water taken by the irrigation system
A / O refers to the abbreviation of anoxic oxic, namely anaerobic aerobic activated sludge process, which is a sewage treatment technology
MBR refers to membrane bio reactor, which is a sewage treatment technology
Unless otherwise specified, the financial data and financial indicators quoted in this plan refer to the financial data in the consolidated statement and the financial indicators calculated based on such financial data.
In this plan, if there are differences in the mantissa between the sum of some total numbers and each detailed number, these differences are caused by rounding.
Section I summary of the stock issuance plan
1、 Basic information of the issuer
Company name: Dayu Water-Saving Group Co.Ltd(300021)
English Name: Dayu water saving Group Co., Ltd
Stock Exchange: Shenzhen Stock Exchange
Stock abbreviation: Dayu Water-Saving Group Co.Ltd(300021)
Stock Code: 300021
Date of establishment: January 19, 2005
Registered capital: 801066131 yuan
Legal representative: Wang Haoyu
Registered address: No. 290, Jiefang Road, Suzhou District, Jiuquan City, Gansu Province
Office address: No. 10, minwang Road, Jingbin Industrial Park, Wuqing District, Tianjin
Tel: 022-59679306
Fax: 022-59679301
Postal Code: 301712
Website: www.dyjs.com com.
Email: [email protected].
Water saving irrigation materials and filters, fertilizer applicators, sprinkler irrigation equipment, drainage and irrigation machinery, drip irrigation pipes (belts), water pumps, hydraulic metal structure products, building pipes, pipe fittings, profiles, plates, plastic pipes and gas pipes for drinking water, FRP composite pipes Development, manufacturing, sales and installation of prestressed steel cylinder concrete pipe (PCCP pipe) and environmental protection technology and products; R & D and recycling of water-saving materials; Investment, development, construction and operation of water conservancy and hydropower projects; Technical transformation of water conservancy and water-saving projects and contract water-saving management; Water conservancy informatization, automation and intelligent water conservancy construction; Survey, planning, consultation, design, project general contracting and construction business scope of water conservancy and hydropower projects and water-saving irrigation projects: construction; Investment and construction of urban comprehensive pipe gallery and sponge city; Inspection and certification of water conservancy products; Investment, operation and management of parking lot; Water purification, sewage treatment and comprehensive development and utilization of water resources; Landscaping and municipal engineering construction; Planting and processing of Lycium barbarum and Shenzhen Agricultural Products Group Co.Ltd(000061)
