Securities code: Tongyu Communication Inc(002792) securities abbreviation: Tongyu Communication Inc(002792) Announcement No.: 2022021 Tongyu Communication Inc(002792)
Announcement on the chairman’s proposal to repurchase shares of the company
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and are liable for false records, misleading statements or major omissions in the announcement.
Tongyu Communication Inc(002792) (hereinafter referred to as “the company” and “the company”) received the letter on proposing to repurchase the company’s shares from Mr. Wu Zhonglin, chairman of the company, on April 16, 2022. The specific contents are as follows:
1、 Basic information of Proposer and proposal time
The proposer, Mr. Wu Zhonglin, proposed to buy back the company’s shares on April 16, 2022. As of the date of this announcement, Mr. Wu Zhonglin holds 125105444 shares of the company, accounting for 31.12% of the total share capital of the company. He is the controlling shareholder, actual controller, chairman and shareholders holding more than 5% of the shares of the company. In accordance with relevant laws and regulations and the articles of association, the proposer Wu Zhonglin enjoys the right to make proposals.
2、 Reasons and purpose of the proposed share repurchase
Based on the confidence in the future development prospect of the company and the recognition of the company’s value, create an incentive mechanism for creating, sharing and win-win results, improve the team cohesion and competitiveness of the company, and propose that the company use its own funds to buy back the shares of the company in combination with the company’s operation, financial status and future development prospects. The shares repurchased this time are used for subsequent employee stock ownership plans or equity incentive plans.
3、 The way, type, purpose, price range, quantity, proportion in the total share capital of the company, the total amount of funds to be used for repurchase and the implementation period of the shares proposed to be repurchased by the proposer
1. It is proposed that the company buy back part of the public shares through the secondary market in the form of centralized bidding transaction;
2. The type of repurchased shares is RMB ordinary shares (A shares) issued by the company;
3. The repurchased shares are used in the company’s employee stock ownership plan or equity incentive plan;
4. The total amount of proposed repurchase funds shall not be less than (including) 30 million yuan and not more than (including) 50 million yuan. The specific total amount of repurchase funds shall be subject to the actual repurchase funds at the expiration of the repurchase period;
5. The repurchase price shall not exceed (including) RMB 17.50/share; If it is repurchased in full and calculated according to the upper limit of the total repurchase amount and the upper limit of the price of repurchased shares, it is estimated that the number of shares that can be repurchased is about 2857100 shares, and the proportion of repurchased shares accounts for about 0.71% of the total share capital of the company.
6. It is proposed that the implementation period of this share repurchase shall be within 12 months from the date when the board of directors of the company deliberates and approves this repurchase plan.
4、 The situation of the proposer’s purchase and sale of the company’s shares within six months before the proposal, as well as the proposer’s plan for increase or decrease in holdings during the repurchase period
The proposer, Mr. Wu Zhonglin, did not buy or sell the company’s shares within six months before the proposal, and there was no clear plan to increase or decrease his holdings during the repurchase period. If there is a plan to buy and sell the company’s shares in the future, it will inform the company in time and fulfill the obligation of information disclosure in accordance with relevant regulations.
5、 The proposer will urge the company to convene the board of directors as soon as possible to consider the repurchase of shares
Mr. Wu Zhonglin requested the company to convene the board of directors to consider this matter as soon as possible in accordance with relevant regulations, and promised to vote in favour of the company’s share repurchase proposal.
6、 Opinions of the board of directors on the share repurchase proposal and subsequent arrangements
After receiving the proposal from the chairman Mr. Wu Zhonglin, the company formulated the relevant repurchase plan. The 14th meeting of the board of directors was held on April 27, 2024, and the specific contents were discussed and approved in the announcement.
It is hereby announced.
Tongyu Communication Inc(002792) April 28, 2002
