Securities code: Jiangsu Kuangshun Photosensitivity New-Material Stock Co.Ltd(300537) securities abbreviation: Jiangsu Kuangshun Photosensitivity New-Material Stock Co.Ltd(300537) Announcement No.: 2022039 Jiangsu Kuangshun Photosensitivity New-Material Stock Co.Ltd(300537)
Announcement on the measures of diluting the immediate return, filling the immediate return and the commitments of relevant subjects by issuing shares to specific objects
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.
In order to ensure that Jiangsu Kuangshun Photosensitivity New-Material Stock Co.Ltd(300537) (hereinafter referred to as “the company”) can effectively implement the measures to fill in the diluted immediate return on the issuance of A-Shares to specific objects, according to several opinions of the State Council on further promoting the healthy development of the capital market (GF [2014] No. 17) The opinions on Further Strengthening the protection of the legitimate rights and interests of small and medium-sized investors in the capital market (GBF [2013] No. 110) and the guiding opinions on matters related to initial public offering, refinancing and dilution of immediate return for major asset restructuring (announcement [2015] No. 31 of China Securities Regulatory Commission, hereinafter referred to as the “guiding opinions”) of China Securities Regulatory Commission and other relevant laws, regulations and normative documents, The controlling shareholder, actual controller, all directors and senior managers of the company make the following commitments:
1、 Commitment of directors and senior managers of the company to take filling measures for diluting the immediate return of this transaction
The directors and senior managers of the company promise to perform their duties faithfully and diligently, safeguard the legitimate rights and interests of the company and all shareholders, and make the following commitments to ensure that the company’s measures to fill the diluted immediate return can be effectively implemented in order to implement the relevant provisions and documents of the CSRC:
(I) I promise to faithfully and diligently perform my duties and safeguard the legitimate rights and interests of the company and all shareholders;
(II) I promise not to transfer benefits to other units or individuals free of charge or under unfair conditions, and not to damage the interests of the company in other ways;
(III) I promise to restrict the post consumption behavior of directors and senior managers of the company;
(IV) I promise not to use the company’s assets to engage in investment and consumption activities unrelated to the performance of my duties;
(V) I promise to make every effort to link the salary system formulated by the board of directors or the salary and assessment committee with the implementation of the company’s compensation measures within the scope of my responsibilities and authorities, and vote in favor of the relevant proposals considered by the board of directors and the general meeting of shareholders (if any);
(VI) if the company plans to implement equity incentive, I promise to make every effort to link the exercise conditions of equity incentive to be announced by the company with the implementation of the company’s filling return measures within the scope of my responsibilities and authorities, and vote in favor of the relevant proposals considered by the board of directors and the general meeting of shareholders (if any);
(VII) I promise that from the date of issuance of this commitment to the completion of the implementation of the company’s share issuance, if the securities regulatory authorities such as the CSRC make other new regulatory provisions on filling the diluted immediate return measures and their commitments, and the above commitments cannot meet the provisions of the securities regulatory authorities such as the CSRC, I promise to make commitments in accordance with the latest provisions of the securities regulatory authorities such as the CSRC. As one of the subjects responsible for filling the diluted immediate return measures, if I violate the above commitments or refuse to fulfill the above commitments, I agree to impose relevant penalties or take relevant measures on me in accordance with the relevant regulations and rules designated or issued by the securities regulatory authorities such as the CSRC and the stock exchange. I agree to bear corresponding legal responsibilities in accordance with laws and regulations and relevant provisions of securities regulatory authorities.
2、 The commitment made by the controlling shareholder and actual controller of the company that the company’s measures to fill the return can be effectively fulfilled
Mr. Li Youming, the controlling shareholder and actual controller of the company, has made the following commitments in accordance with the relevant provisions of the China Securities Regulatory Commission to effectively implement the filling measures taken for the company:
(I) do not interfere with the operation and management activities of the company beyond its authority, do not encroach on the interests of the company, and earnestly implement the relevant measures to fill the return of the company.
If the company fails to make the latest commitments of the CSRC on the issuance of securities and other regulatory measures in accordance with the provisions of the CSRC, the company will make the latest commitments to the CSRC before the implementation of the above-mentioned securities regulatory measures.
(III) in case of violation of the above commitments or refusal to perform the above commitments, resulting in losses to the company or shareholders, I agree to bear corresponding legal liabilities in accordance with laws and regulations and relevant provisions of securities regulatory authorities.
It is hereby announced!
Jiangsu Kuangshun Photosensitivity New-Material Stock Co.Ltd(300537)
Board of directors
May 20, 2022
