Securities code: Anhui Huilong Agricultural Means Of Production .Co.Ltd(002556) securities abbreviation: Anhui Huilong Agricultural Means Of Production .Co.Ltd(002556) Announcement No.: 2022039 Anhui Huilong Agricultural Means Of Production .Co.Ltd(002556)
Resolution of the 9th meeting of the 5th board of directors
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.
Anhui Huilong Agricultural Means Of Production .Co.Ltd(002556) (hereinafter referred to as “the company”) the ninth meeting of the Fifth Board of directors was held on April 27, 2022 in the conference room on the 19th floor of the company by means of on-site and communication. The notice of the meeting was sent by means of communication on April 27, 2022. With the unanimous consent of all directors, the notice period of this meeting was exempted. The meeting was presided over by Mr. Liu Guihua, chairman of the board of directors. This meeting should be attended by 9 directors and actually 9 directors. The meeting was held in accordance with the relevant provisions of the company law and the articles of association. The following proposals were adopted at the meeting:
1、 The meeting deliberated and approved the proposal of the company on share repurchase plan item by item;
Anhui Huilong Agricultural Means Of Production .Co.Ltd(002556) (hereinafter referred to as “the company”) intends to use its own funds to repurchase some of the company’s public shares. The total amount of this repurchase shall not be less than 50 million yuan (inclusive) and not more than 100 million yuan (inclusive), and the repurchase price shall not exceed 16 yuan / share (inclusive).
The board of directors of the company reviewed the plan item by item, and the specific deliberations are as follows:
(I) purpose and purpose of share repurchase
Based on the recognition of the company’s confidence in its future development prospects and internal value, and in order to safeguard the interests of the majority of investors, enhance investor confidence and promote the long-term and healthy development of the company, taking into account the company’s operation, financial status, profitability and development prospects, the company plans to repurchase some of the company’s social public shares to promote the matching of the company’s stock market price and internal value.
The shares repurchased this time will be used for equity incentive plan, employee stock ownership plan or convertible corporate bond conversion. If the share repurchase plan is not completed within 36 months, all the shares shall be cancelled.
Voting results: 9 in favor, 0 against and 0 abstention.
(II) the repurchased shares meet the relevant conditions
Article 9 of the Shenzhen Stock Exchange: repurchase of shares of listed companies after the expiration of the provisions of Article 9 of the Shenzhen Stock Exchange;
2. The company has no major illegal acts in the last year;
3. After repurchasing shares, the company has the ability of debt performance and sustainable operation;
4. After the share repurchase, the equity distribution of the company meets the listing conditions;
5. Other conditions stipulated by the CSRC and Shenzhen Stock Exchange.
Voting results: 9 in favor, 0 against and 0 abstention.
(III) method, price range and pricing principle of share repurchase
The way of share repurchase of the company is through the trading system of Shenzhen Stock Exchange in the form of centralized bidding transaction. The repurchase price is no more than 16 yuan / share (inclusive), and the upper limit of the repurchase price is no more than 150% of the average trading price of the company’s shares in the 30 trading days before the board of directors passed the resolution on the repurchase of shares. The specific repurchase price will be determined based on the stock price of the company’s secondary market, the company’s financial affairs and operating conditions. In case of ex right and ex interest matters such as dividend distribution, bonus shares and conversion of provident fund into share capital during the period of share repurchase, the upper limit of repurchase price shall be adjusted accordingly in accordance with the relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange from the date of ex right and ex interest of share price.
Voting results: 9 in favor, 0 against and 0 abstention.
(IV) type, purpose and quantity of repurchased shares, proportion in the total share capital of the company and the total amount of funds used for repurchases
1. Type: RMB ordinary shares (A shares) issued by the company.
2. Purpose: for equity incentive plan, employee stock ownership plan or convertible corporate bond conversion. If the above plan cannot be implemented within 36 months after the completion of share repurchase, the repurchased shares shall be cancelled.
3. The number of shares repurchased this time and its proportion in the total share capital: the total amount of funds to be used for repurchases this time is not less than 50 million yuan (inclusive) and not more than 100 million yuan (inclusive). Calculated according to the upper limit of share repurchase price of RMB 16 / share, the number of shares repurchased is expected to be 3125000 to 6250000, accounting for 0.33% to 0.66% of the current total share capital of the company, and the specific number of shares repurchased shall be subject to the actual number of shares repurchased at the end of the repurchase.
In case of ex right and ex interest matters such as share distribution, conversion of share capital or cash dividend during the repurchase period, the price ceiling and quantity of repurchased shares shall be adjusted accordingly from the date of ex right and ex interest of shares.
Voting results: 9 in favor, 0 against and 0 abstention.
(V) source of funds for share repurchase
The total amount of funds to be used for repurchase is not less than 50 million yuan (inclusive) and not more than 100 million yuan (inclusive). The source of funds used to repurchase shares this time is self owned funds. Voting results: 9 in favor, 0 against and 0 abstention.
(VI) implementation period of share repurchase
1. The implementation period of this share repurchase shall not exceed 6 months from the date when the board of directors deliberates and approves the share repurchase plan. If the use amount of repurchase funds reaches the maximum within the repurchase period, the implementation of the repurchase plan is completed, that is, the repurchase period expires in advance from that date.
2. The company shall not repurchase its shares during the following periods:
(1) If the announcement date is delayed due to special reasons within 10 trading days before the announcement of the company’s annual report and semi annual report, it shall be calculated from the 10 trading days before the original scheduled announcement date;
(2) Within ten trading days before the announcement of the company’s quarterly report, performance forecast and performance express;
(3) From the date of occurrence of major events that may have a significant impact on the trading price of the company’s shares or in the process of decision-making to the date of disclosure according to law;
(4) Other circumstances prescribed by the CSRC.
Voting results: 9 in favor, 0 against and 0 abstention.
(VII) specific authorization for share repurchase
In order to ensure the smooth implementation of this share repurchase, the board of directors of the company, in accordance with the relevant provisions of the company law and the articles of association, authorizes the management of the company to handle matters related to this share repurchase within the scope specified by laws and administrative regulations. The authorized contents and scope include but are not limited to:
1. Determine the specific repurchase time, price, quantity and implementation plan according to the actual situation; 2. If the regulatory authorities change the relevant conditions of the share repurchase or the market conditions, in addition to the matters required to be reconsidered by the board of directors in accordance with relevant laws, administrative regulations and the articles of association, they authorize the management to make corresponding adjustments to the specific scheme of the share repurchase and other relevant matters;
3. Other matters related to this repurchase;
4. This authorization starts from the date of deliberation and approval by the board of directors of the company to the date of completion of the above authorized matters.
Voting results: 9 in favor, 0 against and 0 abstention.
The board of supervisors and independent directors of the company expressed their opinions on the company’s proposal on share repurchase scheme. The company’s proposal on share repurchase scheme is detailed in the information disclosure media securities times, China Securities News, Shanghai Securities News and cninfo http://www.cn.info.com.cn. 。 2、 Documents for future reference
（1） Resolutions of the 9th meeting of the 5th board of directors;
（2） Independent opinions expressed by independent directors.
It is hereby announced.
Anhui Huilong Agricultural Means Of Production .Co.Ltd(002556) board of directors
April 27, 2022
