Stock abbreviation: Sunshine Dairy Stock Code: 001318 Jiangxi Sunshine Dairy Co., Ltd
(No. 1, Daishan East Road, Qingyunpu District, Nanchang City, Jiangxi Province)
IPO listing announcement
Sponsor (lead underwriter)
(6 / F, block B, Xinsheng building, No. 5 Financial Street, Xicheng District, Beijing)
May, 2002
hot tip
The shares of Jiangxi Sunshine Dairy Co., Ltd. (hereinafter referred to as "Sunshine Dairy", "the company", "the issuer" or "the company") will be listed on Shenzhen Stock Exchange on May 20, 2022. The company reminds investors to fully understand the risks of the stock market and the risk factors disclosed by the company, avoid blindly following the trend of "speculation" in the initial stage of IPO, and make prudent decision and rational investment.
Unless otherwise specified, the definitions of abbreviations or terms in this listing announcement are the same as those in the prospectus of the company's initial public offering of shares.
The value of this listing announcement is usually reserved to two decimal places. If the total number is inconsistent with the mantissa of the sum of the values of each sub item, it is caused by rounding.
Section I important statements and tips
The company and all directors, supervisors and senior managers guarantee the authenticity, accuracy and completeness of the listing announcement, promise that there are no false records, misleading statements or major omissions in the listing announcement, and bear legal liabilities according to law.
The opinions of Shenzhen Stock Exchange and relevant government authorities on the listing of the company's shares and related matters do not indicate any guarantee to the company.
The company reminds investors to carefully read the information published on cninfo (www.cn. Info. Com. CN.) The contents of the "risk factors" chapter of the company's prospectus should pay attention to risks, make prudent decisions and make rational investment. The company reminds the majority of investors to pay attention to the relevant contents not involved in this listing announcement. Please refer to the full text of the company's prospectus.
The important commitments and explanations made by the company and its controlling shareholders, actual controllers, directors, supervisors, senior managers and intermediaries serving the listing are as follows:
1、 Commitment on restrictions on share circulation and voluntary lock-in
1. Commitment of controlling shareholders
"(1) within 36 months from the date of listing of the company's shares, the company shall not transfer or entrust others to manage the shares directly or indirectly held by the unit that have been issued before the company's public offering of shares, nor shall the company repurchase this part of shares.
(2) If the shares held are reduced within two years after the expiration of the lock-in period, the reduction price shall not be lower than the issue price; If the closing price of the company's shares is lower than the issue price for 20 consecutive trading days within 6 months after the listing of the company, or the closing price at the end of 6 months after the listing (i.e. November 20, 2022, if that day is a legal holiday or rest day, it will be postponed to the next working day, the same below) is lower than the issue price, the lock-in period of holding the company's shares will be automatically extended for 6 months.
(3) In case of any increase or decrease of the company's shares according to law in the future, the unit will increase or decrease its shares in strict accordance with the provisions of relevant laws, regulations and normative documents issued by the competent departments such as securities regulatory authorities, self regulatory institutions and stock exchanges, and timely fulfill the obligation of relevant information disclosure. "
2. Actual controller commitment
"(1) within 36 months from the date of listing of the company's shares, the company shall not transfer or entrust others to manage the shares directly or indirectly held by itself that have been issued before the company's public offering of shares, nor shall the company repurchase such shares.
(2) If the shares held are reduced within two years after the expiration of the lock-in period, the reduction price shall not be lower than the issue price; Within 6 months after the listing of the company, if the closing price of the shares for 20 consecutive trading days is lower than the issue price, or the closing price at the end of 6 months after the listing is lower than the issue price, the lock-in period of the company's shares directly or indirectly held by me will be automatically extended for 6 months.
(3) In case of any increase or decrease in the company's shares in accordance with the law in the future, I will carry out the corresponding increase or decrease in the company's shares in strict accordance with the provisions of relevant laws, regulations and normative documents issued by the competent departments such as the securities regulatory authority, self regulatory institutions and stock exchanges, and timely perform the relevant information disclosure obligations. " 3. Commitment of directors and senior managers
"(1) within 36 months from the date of listing of the company's shares, I will not transfer or entrust others to manage the company's shares directly or indirectly held by me, nor will the company repurchase such shares. After the expiration of the above-mentioned period, the number of shares transferred each year during my term of office shall not exceed 25% of the total number of company shares directly or indirectly held by me. Within six months after leaving office, I will not transfer the company's shares directly or indirectly held by me.
(2) If the shares held by me are reduced within two years after the expiration of the lock-in period, the reduction price shall not be lower than the issue price; If the closing price of the company's shares is lower than the issue price for 20 consecutive trading days within 6 months after the listing of the company, or the closing price at the end of 6 months after the listing is lower than the issue price, the lock-in period of the company's shares directly or indirectly held by me will be automatically extended for 6 months.
(3) In case of any increase or decrease in the company's shares in accordance with the law in the future, I will carry out the corresponding increase or decrease in the company's shares in strict accordance with the provisions of relevant laws, regulations and normative documents issued by the competent departments such as the securities regulatory authority, self regulatory institutions and stock exchanges, and timely perform the relevant information disclosure obligations. " 4. Supervisor Commitment
"(1) within 36 months from the date of listing of the company's shares, I will not transfer or entrust others to manage the company's shares directly or indirectly held by me, nor will the company repurchase such shares. After the expiration of the above-mentioned period, the number of shares transferred each year during my term of office shall not exceed 25% of the total number of company shares indirectly held by me, and I will not transfer the company's shares directly or indirectly held by me within six months after leaving office.
(2) In case of any increase or decrease in the company's shares in accordance with the law in the future, I will carry out the corresponding increase or decrease in the company's shares in strict accordance with the provisions of relevant laws, regulations and normative documents issued by the competent departments such as the securities regulatory authority, self regulatory institutions and stock exchanges, and timely perform the relevant information disclosure obligations. " 5. Shareholder Nanchang Zhihe commitment
"(1) within 36 months from the date of listing of the company's shares, the company shall not transfer or entrust others to manage the shares directly or indirectly held by the unit that have been issued before the company's public offering of shares, nor shall the company repurchase this part of shares.
(2) If the shares held are reduced within two years after the expiration of the lock-in period, the reduction price shall not be lower than the issue price; If the closing price of the company's shares is lower than the issue price for 20 consecutive trading days within 6 months after the listing of the company, or the closing price at the end of 6 months after the listing is lower than the issue price, the lock-in period of holding the company's shares will be automatically extended for 6 months. (3) In case of any increase or decrease of the company's shares according to law in the future, the unit will increase or decrease its shares in strict accordance with the provisions of relevant laws, regulations and normative documents issued by the competent departments such as the securities regulatory authority, self regulatory institutions and stock exchanges, and timely perform the obligation of relevant information disclosure.
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6. Shareholder Dingsheng investment commitment
"(1) within 12 months from the date of listing of the company's shares, the company shall not transfer or entrust others to manage the shares directly or indirectly held by the unit that have been issued before the company's public offering of shares, nor shall the company repurchase such shares.
(2) In case of any increase or decrease of the company's shares according to law in the future, the unit will increase or decrease its shares in strict accordance with the provisions of relevant laws, regulations and normative documents issued by the competent departments such as securities regulatory authorities, self regulatory institutions and stock exchanges, and timely fulfill the obligation of relevant information disclosure. "
2、 Commitment on shareholding intention and reduction intention
1. Holding shares Guangdonghectechnologyholdingco.Ltd(600673) group commitment
"I. The unit will strictly abide by the relevant commitments of the unit on the lock-in period and transfer of the issuer's shares.
2、 As the controlling shareholder of the issuer, the company is full of confidence in the future development of the issuer and will continue to hold the shares of the issuer for a long time after the expiration of the lock-in period. If the company intends to reduce the shares of the issuer after the expiration of the lock-in period, it will do so in the way permitted by laws and regulations and on the premise that the following conditions are met:
Within two years after the expiration of the lock up period of the unit's shares, the unit's annual reduction of the issuer's shares shall not exceed 20% of the total number of issuer's shares held by the unit at the end of the previous year, and the reduction price shall not be lower than the issuance price of the issuer's initial public offering. The way of reducing shares shall comply with the provisions of relevant laws, regulations, rules and normative documents, including but not limited to competitive trading in the secondary market, block trading, agreement transfer, etc. In case of ex rights and ex interests matters such as dividend distribution, share distribution and conversion of share capital from the listing of this issuance to the date of the announcement of share reduction, the above issuance price shall be the price after ex rights and ex interests.
3、 In case of reduction, the unit will strictly comply with the relevant provisions of the China Securities Regulatory Commission and the stock exchange, perform the filing (or approval) and other relevant legal procedures, and make an announcement through the issuer three trading days in advance (or the more stringent disclosure time required by the relevant provisions on information disclosure). The unit shall not reduce its holdings before performing the announcement procedures.
4、 If the issuer or its investors suffer economic losses due to the unit's failure to fulfill relevant commitments, the unit will compensate the issuer or its investors according to law; If the unit obtains improper income due to failure to fulfill relevant commitments, all such income shall belong to the issuer. "
2. Nanchang Zhihe commitment
"I. The unit will strictly abide by the relevant commitments of the unit on the lock-in period and transfer of the issuer's shares.
2、 As a shareholder holding more than 5% of the issuer's shares, the company is full of confidence in the future development of the issuer. After the expiration of the lock-in period, it will continue to hold the issuer's shares for a long time. If the company intends to reduce the issuer's shares after the expiration of the lock-in period, it will do so in the way permitted by laws and regulations and on the premise of meeting the following conditions:
Within two years after the expiration of the lock up period of the unit's shares, the unit's annual reduction of the issuer's shares shall not exceed 20% of the total number of issuer's shares held by the unit at the end of the previous year, and the reduction price shall not be lower than the issuance price of the issuer's initial public offering. The way of reducing shares shall comply with the provisions of relevant laws, regulations, rules and normative documents, including but not limited to competitive trading in the secondary market, block trading, agreement transfer, etc. In case of ex rights and ex interests matters such as dividend distribution, share distribution and conversion of share capital from the listing of this issuance to the date of the announcement of share reduction, the above issuance price shall be the price after ex rights and ex interests.
3、 In case of reduction, the unit will strictly comply with the relevant provisions of the China Securities Regulatory Commission and the stock exchange, perform the filing (or approval) and other relevant legal procedures, and make an announcement through the issuer three trading days in advance (or the more stringent disclosure time required by the relevant provisions on information disclosure). The unit shall not reduce its holdings before performing the announcement procedures.
4、 If the issuer or its investors suffer economic losses due to the unit's failure to fulfill relevant commitments, the unit will compensate the issuer or its investors according to law; If the unit obtains improper income due to failure to fulfill relevant commitments, all such income shall belong to the issuer. "
3. Commitment of non independent directors and senior managers
"I. take the initiative to report to the issuer the shares of the issuer directly or indirectly held by the issuer and their changes.
2、 Within 36 months from the date of listing of the issuer's shares, the issuer shall not transfer or entrust others to manage the issuer's shares directly or indirectly held by the issuer before this issuance, nor shall the issuer repurchase such shares.
3、 After the expiration of the above 36 months, the number of shares transferred each year during my term of office shall not exceed 25% of the total shares of the company directly or indirectly held by me. Within six months after leaving office, I will not transfer the shares of the company directly or indirectly held by me. If I leave before the expiration of my term of office, I will continue to abide by the above restrictive provisions during the term of office determined at the time of taking office and within half a year after the expiration of my term of office.
4、 For the issuer's shares directly or indirectly held before this public offering, I will strictly abide by the commitments I have made on the circulation restrictions and voluntary locking of the issuer's shares, and will not sell the issuer's shares held before this public offering during the locking period. If the above commitments are not fulfilled, the proceeds from the sale of shares shall be turned over to the issuer.
5、 I will strictly abide by the company law of the people's Republic of China, several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies (CSRC announcement [2017] No. 9), the stock listing rules of Shenzhen Stock Exchange, the implementation rules for the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange and other relevant laws and regulations Provisions on Shareholding and share changes in normative documents. " 4. Supervisor Commitment
"I. take the initiative to report to the issuer the shares of the issuer directly or indirectly held by the issuer and their changes.
2、 Within 36 months from the date of listing of the issuer's shares, the issuer shall not transfer or entrust others to manage the issuer's shares directly or indirectly held by the issuer before this issuance, nor shall the issuer repurchase such shares.
3、 After the expiration of the above 36 months, the number of shares transferred each year during my term of office shall not exceed 25% of the total shares of the company directly or indirectly held by me. Within six months after leaving office, I will not transfer the shares of the company directly or indirectly held by me. If I leave before the expiration of my term of office, I will continue to abide by the above restrictive provisions during the term of office determined at the time of taking office and within half a year after the expiration of my term of office.
4、 For the issuer's shares directly or indirectly held before this public offering, I will strictly abide by the commitments I have made on the circulation restrictions and voluntary locking of the issuer's shares, and will not sell the issuer's shares held before this public offering during the locking period. If the above commitments are not fulfilled, the proceeds from the sale of shares shall be turned over to the issuer.
5、 I will strictly abide by the company law of the people's Republic of China, several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies (CSRC announcement [2017] No. 9), the stock listing rules of Shenzhen Stock Exchange, the implementation rules for the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange and other relevant laws and regulations Provisions on changes in shareholding and normative documents. " 3、 Commitment on stabilizing share price
1. Issuer commitment
"I. within 36 months from the date of listing of the company's shares, the company voluntarily performs the" Jiangxi sunshine "
