Securities code: 002312 securities abbreviation: Sichuan Development Lomon Co.Ltd(002312) Announcement No.: 2022-010
Sichuan Development Lomon Co.Ltd(002312)
About the controlling shareholder and actual controller involved in this transaction
Suggestive announcement of changes in shareholders' equity
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and are jointly and severally liable for false records, misleading statements or major omissions in the announcement.
On January 14, 2022, Sichuan Development Lomon Co.Ltd(002312) (hereinafter referred to as "the company") held the 14th meeting of the sixth board of directors, deliberated and adopted the proposal on Sichuan Development Lomon Co.Ltd(002312) issuing shares to purchase assets and related party transactions and other relevant proposals, The company plans to issue shares to Sichuan Development Mining Group Co., Ltd. (hereinafter referred to as "Chuanfa mining") to purchase 80% equity of Sichuan development Tianrui Mining Co., Ltd. (hereinafter referred to as "target company" and "Tianrui mining") Issue shares to Sichuan Salt Industry Corporation (hereinafter referred to as "Sichuan salt industry") to purchase 20% equity of Tianrui mining (hereinafter referred to as "this transaction"). After the completion of this transaction, Tianrui mining will become a wholly-owned subsidiary of the company.
1、 Changes in equity this time
The plan of this transaction is: the company plans to issue shares to Sichuan development mining to purchase 80% of the equity of Tianrui mining held by it, and issue shares to Sichuan salt industry to purchase 20% of the equity of Tianrui mining held by it. For details, see http://www.cn.info.com.cn. On the same day Report on Sichuan Development Lomon Co.Ltd(002312) issuing shares to purchase assets and related party transactions (Draft) and relevant documents on the.
2、 Changes of controlling shareholders and actual controllers before and after the equity change
Before this equity change, the controlling shareholder of the company was Chuanfa mining and the actual controller was the state owned assets supervision and Administration Commission of Sichuan provincial government. The impact of this transaction on the equity structure of the listed company is as follows:
Before and after this transaction
Name of shareholder
Number of shares (shares) shareholding ratio number of shares (shares) shareholding ratio
Chuanfa mining 385865200 21.88% 485552282 25.72%
Sichuan salt industry -- 24921770 1.32%
Sichuan development mining and Sichuan salt industry total 385865200 21.88% 510474052 27.04%
Other A-share shareholders: 1377331092 78.12% and 1377331092 72.96%
Before and after this transaction
Name of shareholder
Number of shares (shares) shareholding ratio number of shares (shares) shareholding ratio
Total 1763196292 100.00% 1887805144 100.00%
Note: on November 7, 2021, the listed company held the 10th meeting of the 6th board of directors, deliberated and adopted the proposal on and its summary, and the company plans to grant 17596300 restricted shares to incentive objects. As of the date of this announcement, the above equity incentive scheme has not been considered by the general meeting of shareholders, and the impact of the implementation of the equity incentive has not been considered in the total share capital in the above table, the same below.
As shown in the above table, after the completion of this transaction, Chuanfa mining is still the controlling shareholder of the company, and the actual controller of the company has not changed.
3、 Shareholding of other shareholders of more than 5% before and after this equity change
As of September 30, 2021, the shareholding of the top ten shareholders of the listed company is shown in the table below:
No. name of shareholder number of shares (shares) shareholding ratio (%)
1 Sichuan Development Mining Group Co., Ltd. 385865200 21.88
2 li Jiaquan 314893619 17.86
3. Supplementary construction 61019758 3.46
4 Hong Kong Central Clearing Company Limited 22698920 1.29
5 Li Peng 14226111 0.81
6 Huatai Securities Co.Ltd(601688) 11,619,325 0.66
7 Industrial Bank Co.Ltd(601166) - Nanfang xingrun value 10000000.57 one year holding hybrid securities investment fund
8 Luo Guangming 7911371 0.45
9 Zhujiang 7800775 0.44
10 Peng Wei 7520654 0.43
Total 843555733 47.84
After the completion of this transaction, the equity structure of the top ten shareholders of the listed company is as follows:
No. name of shareholder number of shares (shares) shareholding ratio (%)
1 Sichuan Development Mining Group Co., Ltd. 485552282 25.72
2 li Jiaquan 314893619 16.68
3. Supplementary construction 61019758 3.23
4 Sichuan Salt Industry Corporation 24921770 1.32
5 Hong Kong Central Clearing Company Limited 22698920 1.20
6 Li Peng 14226111 0.75
7 Huatai Securities Co.Ltd(601688) 11,619,325 0.62
8 Industrial Bank Co.Ltd(601166) - Nanfang xingrun has a value of 10000000 0.53 a year
Holding period hybrid securities investment fund
9 Luo Guangming 7911371 0.42
10 Zhujiang 7800775 0.41
Total 96064931 50.89
4、 Other matters
In accordance with the securities law of the people's Republic of China and the measures for the administration of the acquisition of listed companies and other relevant provisions, the information disclosure obligors related to this equity change of the company will perform the information disclosure obligations in accordance with the provisions. See the relevant information published on cninfo.com.cn on the same day Short form equity change report on.
This transaction still needs to be deliberated and approved by the general meeting of shareholders of the company, approved by the state-owned assets supervision and administration institution or its authorized unit, and approved by the CSRC. There is uncertainty whether this transaction can obtain the above approval or approval and the final time of approval or approval. Please pay attention to the investment risk.
It is hereby announced.
Sichuan Development Lomon Co.Ltd(002312) board of directors January 14, 2002
