Short form equity change report
Name of listed company: Jiuzhitang Co.Ltd(000989) place of stock listing: Shenzhen Stock Exchange Stock abbreviation: Jiuzhitang Co.Ltd(000989) Stock Code: Jiuzhitang Co.Ltd(000989) name of information disclosure obligor: Yifeng Pharmacy Chain Co.Ltd(603939) address: No. 2638, Renmin Road, Fuqiang community, Baimahu street, Wuling District, Changde City, Hunan Province Communication address: No. 68, Jinzhou Avenue, Yuelu District, Changsha City, Hunan Province change nature of shares: increase in the number of shares held and the proportion of shares held
Signed on: April 2022
hot tip
1、 This report is prepared by the information disclosure obligor in accordance with the securities law of the people’s Republic of China, the measures for the administration of the acquisition of listed companies, the standards for the contents and forms of information disclosure by companies offering securities to the public No. 15 – Report on changes in equity and other relevant laws, regulations and normative documents.
2、 The information disclosure obligor has obtained necessary authorization and approval for signing this report.
3、 In accordance with the provisions of the securities law of the people’s Republic of China, the measures for the administration of the acquisition of listed companies, the standards for the content and format of information disclosure by companies issuing securities to the public No. 15 – Report on changes in equity, and the standards for the content and format of information disclosure by companies issuing securities to the public No. 16 – Report on the acquisition of listed companies, this report has fully disclosed the rights and interests of the information disclosure obligor in Jiuzhitang Co.Ltd(000989) company. As of the signing date of this report, except for the information disclosed in this report, the information disclosure obligor has not increased or reduced its shares in Jiuzhitang Co.Ltd(000989) by any other means.
4、 This equity change is based on the information stated in this report. The information disclosure obligor has not entrusted or authorized any other person to provide information not listed in this report and make any explanation or explanation to this report.
5、 The matters related to the agreement transfer in this equity change need to be confirmed by the compliance of Shenzhen Stock Exchange before going through the relevant transfer registration procedures at the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. 6、 The information disclosure obligor promises that there are no false records, misleading statements or major omissions in this report, and will bear individual and joint legal liabilities for its authenticity, accuracy, completeness and timeliness.
catalogue
Special tips 2 catalog Section 1 interpretation Section 2 introduction of information disclosure obligors Section III purpose of equity change Section IV equity change method 8 section 5 trading of listed shares in the first six months Section 6 other major matters Section VII declaration of information disclosure obligor Section VIII documents for future reference Attached table 13 short form equity change report fourteen
Section I interpretation
In this report, unless otherwise specified in the text, the following words have the following meanings: Jiuzhitang Co.Ltd(000989) , listed company and public company Jiuzhitang Co.Ltd(000989) company
Information disclosure obligor refers to Yifeng Pharmacy Chain Co.Ltd(603939)
This equity change refers to the increase in the number and proportion of shares held by the information disclosure obligor due to the transfer of shares through agreement.
Equity change report and this report refer to the report of Jiuzhitang Co.Ltd(000989) simplified equity change report
CSRC refers to the China Securities Regulatory Commission
Shenzhen stock exchange refers to Shenzhen Stock Exchange
Company Law refers to the company law of the people’s Republic of China
Securities Law refers to the securities law of the people’s Republic of China
The measures for the administration of acquisition refers to the measures for the administration of the acquisition of listed companies
Standard No. 15 refers to Standard No. 15 on the contents and forms of information disclosure by companies offering securities to the public – Report on changes in equity
Standard No. 16 refers to Standard No. 16 on the contents and forms of information disclosure by companies offering securities to the public – Acquisition report of listed companies
Yuan and 10000 yuan refer to RMB yuan and 10000 yuan
If there is any difference in the mantissa between the sum of the total and each addend in this report, it is caused by rounding.
Section II introduction to information disclosure obligors
1、 Basic information of information disclosure obligors as of the signing date of this report, the basic information of information disclosure obligors is as follows: company name Yifeng Pharmacy Chain Co.Ltd(603939) legal representative Gao Yi unified social letter 9143070067558223×2 code
The registered capital is 71876534 yuan
Date of establishment: June 20, 2008
Business term long term controlling shareholder Ningbo Meishan free trade port Jikang enterprise management partnership (limited partnership)
Registered address: No. 2638, Renmin Road, Wuling District, Changde City, Hunan Province
Company type: joint stock limited company (listed) business scope: retail of traditional Chinese medicine, prepared pieces of traditional Chinese medicine, proprietary Chinese medicine, chemical medicine preparations, antibiotic preparations, biochemical drugs and biological products; Sales of class I medical devices, class II medical devices and class III medical devices; Salt retail; Engage in food business with the scope approved by the food business license; Retail of books and newspapers, food additives, health care products, cosmetics, washing cosmetics, disinfectants, fitness equipment, daily necessities, hardware and electronics, textiles and knitwear, stationery, flowers, communication equipment, agricultural and sideline products; Processing, fitting and sales of glasses; Ticket Service; Health counseling services; Household appliances, 3C digital, gold jewelry, clocks and watches; The operation and utilization of aquatic wild animals (limited to the varieties and regions under the operation license); Road transportation and agency of general goods; Department stores, chain retail storage services and cold storage services; Internet drug information service; Internet drug trading services; The second category of value-added telecommunications services; Internet sales (except for the sale of goods requiring license), food Internet sales, food business (sales of prepackaged food); Sales of health food; Sales of formula food for special medical purposes; Sales of infant formula milk powder; Liquor business; Import and export of goods and technology; Commercial franchise; Enterprise management consulting and other services (excluding finance
Securities and futures consulting shall not be engaged in equity investment, debt investment, short-term financial investment, entrusted asset management and other financial businesses for specific objects, and shall not be engaged in national financial supervision and financial credit businesses such as deposit absorption, fund-raising collection, entrusted loan and loan issuance); Conference and exhibition services; Advertising design, production, agency and publishing services; Professional intermediary services; General hospitals, rehabilitation centers, community health service centers, outpatient departments and clinic services (only branches can operate with the practice license of medical institutions); Maternal and infant health care services (operated with the practice license of maternal and infant health care services); Collect water, electricity and other expenses on behalf of residents; Planning, consulting and promotion services for housing and counter rental services and related businesses.
Mailing address: No. 68, Jinzhou Avenue, Yuelu District, Changsha City, Hunan Province
Tel: 073189953989
2、 Basic information of directors and main principals of information disclosure obligors
Name Nationality gender position long-term residence whether to obtain the right of residence in other countries / regions
Gao Yi, male chairman and President of China
Peak China male Director China no
Gao Youcheng, male director and executive vice president of China
CEO
Xu Xin, female director, Hong Kong, China
Chai Mingang, male director of China, USA
Ye Weitao, male director of China no
Yan Aimin, male independent director of China no
Wang Hongxia, female independent director of China no
Yi Languang, male independent director of China no
3、 The shares in which the information disclosure obligor has interests in other domestic and overseas listed companies reach or exceed 5% of the issued shares of the company
As of the signing date of this report, the information disclosure obligor has no situation that the shares in other listed companies at home and abroad have reached or exceeded 5% of the issued shares of the company.
Section III purpose of equity change
1、 Purpose of this equity change
The purpose of this equity change is to promote wider business cooperation between the company and Jiuzhitang Co.Ltd(000989) and help the company further expand upstream channels, obtain better manufacturer resources, improve the competitiveness of differentiated goods and promote the continuous optimization of the company’s supply chain system. 2、 Plans to continue to increase the shares of listed companies or dispose of their equity shares in the next 12 months
As of the signing date of this report, the information disclosure obligor has no plan to increase the shares of the listed company or dispose of the shares in which it has interests in the next 12 months. In case of relevant equity changes, the information disclosure obligor will perform relevant approval procedures and information disclosure obligations in strict accordance with the requirements of relevant laws and regulations. 3、 Decision making and approval procedures performed by the information disclosure obligor in this equity change
On April 23, 2022, the information disclosure obligor held the 9th meeting of the 4th board of directors, deliberated and adopted the proposal on the transfer of Jiuzhitang Co.Ltd(000989) part of the equity by agreement.
On April 23, 2022, Yifeng Pharmacy Chain Co.Ltd(603939) and Li Zhenguo signed the stock transfer agreement on Jiuzhitang Co.Ltd(000989) .
Section IV changes in equity
1、 Information disclosure obligors’ equity shares in Listed Companies
Before this equity change, the information disclosure obligor held 0 ordinary shares of Jiuzhitang Co.Ltd(000989) RMB, accounting for 0% of the total share capital of the company. After this equity change, the information disclosure obligor holds 43467800 ordinary shares of Jiuzhitang Co.Ltd(000989) RMB, accounting for 500001% of the total share capital of the company. This equity change will not lead to changes in the controlling shareholder and actual controller of the company. 2、 Change mode of equity
On April 23, 2022, the information disclosure obligor signed the stock transfer agreement with Mr. Li Zhenguo, intending to transfer 43467800 shares of the company’s non tradable shares held by him through agreement transfer, accounting for 500001% of the company’s total share capital. After the transfer of ownership of the above agreement is completed, the information disclosure obligor will hold 43467800 shares of the company. The transfer of shares under this agreement can only be handled in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited after the compliance confirmation of Shenzhen Stock Exchange. The main contents of the transfer agreement are as follows:
1. Parties to the agreement
Party A (transferee): Yifeng Pharmacy Chain Co.Ltd(603939)
Party B (transferor): Li Zhenguo
2. Number and proportion of shares to be transferred
Party a legally receives Jiuzhitang Co.Ltd(000989) 43467800 circulating shares with its own funds, accounting for 500001% of Jiuzhitang Co.Ltd(000989) total share capital.
3. Transfer price
The transfer price is RMB 85.9/share. Total transaction price = the number of shares actually traded by both parties in the form of agreement transfer according to this agreement × The transfer unit price is 428157830 yuan.
4. Payment method
Within 3 working days after the signing of this agreement, Party A shall pay Party B the transaction deposit, that is, 5% of the total transaction price, to the account designated by Party B in Article 5 of this Agreement as the first part of the transaction price.
After China Securities Depository and Clearing Co., Ltd. issues and issues the confirmation of transfer registration of the subject stock, Party B shall be responsible for handling the remaining delivery procedures of this transaction. Party A shall pay the remaining transaction price, i.e. 95% of the total transaction price, to the bank account designated by Party B within 3 working days after the subject stock is registered in the name of Party A in the system of zhongdeng company.
5. Signing time of agreement
2022
