Stock abbreviation: Foshan Electrical And Lighting Co.Ltd(000541) (A shares) Guangdong lighting B (B shares)
Stock Code: 000541 (A shares) 200541 (B shares)
Announcement No.: 2022-002
Foshan Electrical And Lighting Co.Ltd(000541)
Announcement on cancellation of some shares in the company’s special securities account for repurchase
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
The company held the 26th meeting of the 9th board of directors on January 14, 2022, deliberated and passed the proposal on cancelling some shares of the company’s repurchase of special securities account. The board of directors agreed to use the 13 million A-Shares repurchased for the equity incentive plan. After deducting the 13 million A-Shares used for the equity incentive plan, The remaining 18952995 A shares and 18398512 B shares have been repurchased, with a total of 37351507 shares to be cancelled.
According to the company’s plan on repurchase of some RMB common shares (A shares) and domestic listed foreign shares (B shares), this share cancellation need not be submitted to the general meeting of shareholders for deliberation.
1、 Overview of share repurchase
The company held the sixth meeting of the ninth board of directors on December 2, 2020 and the third extraordinary general meeting of shareholders in 2020 on December 18, 2020, and deliberated and adopted the proposal on repurchase of some RMB common shares (A shares) and domestic listed foreign shares (B shares) of the company. The company plans to repurchase shares with its own funds, of which the total amount of funds for repurchase of A-Shares is not less than 200 million yuan (inclusive) and not more than 350 million yuan (inclusive), the repurchase of A-Shares is not less than 9 million shares and not more than 13.99 million shares for equity incentive plan, and not less than 14.4741 million shares and not more than 27.0898 million shares are noted
Pin; The total amount of funds for repurchase of B shares shall not be less than HK $100 million (inclusive) and not more than HK $200 million (inclusive). All B shares repurchased shall be cancelled according to law. For details, please refer to the announcement on the share repurchase scheme of some RMB common shares (A shares) and domestic listed foreign shares (B shares) of the company disclosed on cninfo.com on December 3, 2020.
As of December 18, 2021, the company has repurchased 31952995 A shares and 18398512 B shares through centralized competitive bidding, accounting for 3.60% of the total share capital of the company. The total amount of funds used for repurchase of A-Shares is 201.9556 million yuan (excluding transaction costs); The total capital used for repurchase of B shares is HK $58.5882 million (excluding transaction costs). The term of the company’s share repurchase expires. For details, see the announcement on the expiration of the repurchase period and the implementation results of repurchase disclosed on cninfo.com on December 21, 2021.
2、 Arrangement for use and cancellation of repurchased shares
According to the plan on repurchase of some RMB common shares (A shares) and domestic listed foreign shares (B shares) of the company, the share repurchase period of the company has expired as of December 18, 2021. According to relevant regulations, the board of directors agreed to use the 13 million A-Shares repurchased for the equity incentive plan. After deducting the 13 million A-Shares used for the equity incentive plan, the remaining 18952995 A shares repurchased and 18398512 B shares repurchased, totaling 37351507 shares, will be cancelled.
If the 13 million A-Shares used in the equity incentive plan are not granted successfully within the time specified by relevant laws and regulations, or the incentive objects are not granted successfully due to retirement, resignation or other reasons, the shares that are not granted successfully will be cancelled in the follow-up. The specific implementation of the equity incentive plan shall also comply with the relevant provisions of the state-owned assets supervision and administration department on the implementation of the equity incentive plan by state-controlled listed companies, and can be implemented only with the consent of the company’s board of directors, the general meeting of shareholders and the state-owned assets supervision and Administration department.
After the share cancellation, the total share capital of the company was changed from 1399346154 shares to
1361994647 shares.
3、 Changes in share capital structure after the completion of this cancellation
Before and after this change
Nature of shares
Proportion of shares (%)
1、 Shares with limited sales conditions 13169196 0.94% 0.97%
Including: A shares 4235897 0.30% 0.31%
B shares 8933299 0.64% 0.66%
2、 Shares with unlimited sales conditions 1386176958 99.06% – 37351507 1348825451 99.03%
Including: A shares 1073038507 76.68% – 18952995 1054085512 77.39%
B shares 313138451 22.38% – 18398512 294739939 21.64%
3、 Total shares 1399346154 100% – 37351507 1361994647 100%
4、 Documents for future reference
Resolution of the 26th meeting of the 9th board of directors.
It is hereby announced.
Foshan Electrical And Lighting Co.Ltd(000541)
Board of directors
January 14, 2022
