China Securities Co.Ltd(601066)
Verification opinions on the self inspection report of Yunnan Xiyi Industrial Co.Ltd(002265) this transaction related insider trading
Yunnan Xiyi Industrial Co.Ltd(002265) (hereinafter referred to as ” Yunnan Xiyi Industrial Co.Ltd(002265) ” or “listed company”) intends to issue shares and pay cash to China Ordnance Equipment Group Co., Ltd. (hereinafter referred to as “Ordnance Equipment Group” or “counterparty”) to purchase 100% equity (hereinafter referred to as “target assets”) of Chongqing construction industry (Group) Co., Ltd. (hereinafter referred to as “construction industry” or “target company”), Meanwhile, supporting funds are raised (hereinafter referred to as “this transaction”).
In accordance with the provisions of the measures for the administration of major asset restructuring of listed companies, the notice on regulating the information disclosure of listed companies and the behavior of relevant parties, the standards for the content and format of information disclosure of companies offering securities to the public No. 26 – major asset restructuring of listed companies, and the guidelines for the application of regulatory rules – listing class No. 1, China Securities Co.Ltd(601066) (hereinafter referred to as ” China Securities Co.Ltd(601066) securities” or “independent financial adviser”) as the independent financial adviser of this transaction, checked the trading of stocks by insiders of Yunnan Xiyi Industrial Co.Ltd(002265) this transaction. The details are as follows:
1、 During the period of self inspection of insider trading of stocks
The self-examination period of insider trading of stocks in this transaction is from 6 months before the suspension date of Yunnan Xiyi Industrial Co.Ltd(002265) this major asset restructuring (May 21, 2021) to the day before the disclosure of Yunnan Xiyi Industrial Co.Ltd(002265) issuing shares and paying cash to purchase assets and raising supporting funds and related party transactions (Draft) (April 25, 2022).
2、 Verification scope of insider information of this transaction
The insider verification scope of this transaction is:
1. Listed companies and their directors, supervisors and senior managers;
2. The counterparty and its directors and senior managers;
3. The target company and its directors, supervisors and senior managers;
4. Relevant intermediaries and their handling personnel providing services for this transaction;
5. Other legal persons and natural persons who know the inside information of the reorganization;
6. The immediate family members of the above-mentioned relevant personnel include parents, spouses and adult children over the age of 18. 3、 The verification object’s purchase and sale of shares of listed companies during the self inspection period
According to the self inspection report of relevant insiders and the inquiry certificate on Shareholding and share change of information disclosure obligor and the detailed list of shareholder share change issued by Shenzhen Branch of China Securities Depository and Clearing Corporation, the behavior of the self inspection subject in buying and selling the shares of listed companies through the stock exchange during the self inspection is as follows:
Name, position and relatives trading date change number of shares balance number of shares buy / sell relationship (shares) (shares)
202106-10 – 147 China Jushi Co.Ltd(600176) 410 sold
202106-11 – 44100132310 sold
202107-2843600175910 purchase
Wang Hongchuan, vice president of construction industry, 202108-06 – 8790088010
general manager
202108-16 – 880100 sold
202203-0832200 purchase
202204-14 – 322000 sold
202106-2112400 purchase
June 22, 2021640018800 purchase
202107-01 – 480014000 sold
202107-02 – 7000 sold
202107-08 7007700 purchase
202107-12 – 42003500 sold
202107-15 – 10 Shanxi Securities Co.Ltd(002500) sold
Vice president of construction industry 202107-19 – 2500 0
Chen Rui, general manager Wang Hong, purchased 4000 on July 26, 2021
Sichuan’s spouse bought 3 Avic Shenyang Aircraft Company Limited(600760) 0 on July 27, 2021
202108-05 – 7600 0 sold
March 14, 20223200 purchase
202203-16 – 3200 sold
March 17, 20225400 5400 purchase
202203-23700012400 purchase
202203-24 – 9 Eastone Century Technology Co.Ltd(300310) 0 sold
March 28, 20229 Jinjian Cereals Industry Co.Ltd(600127) 00 purchase
Name, position and relatives trading date change number of shares balance number of shares buy / sell relationship (shares) (shares)
202203-28 90013600 purchase
202204-06 50014100 purchase
202204-07 – 7 Berry Genomics Co.Ltd(000710) 0 sold
202204-07 – 14005700 sold
202204-11940015100 purchase
202204-12 – 500010100 sold
202204-14 – 101000 sold
For the above-mentioned stock trading behavior, Wang Hongchuan and Chen Rui have issued a commitment: “my trading of Yunnan Xiyi Industrial Co.Ltd(002265) stock is based on my own analysis of Yunnan Xiyi Industrial Co.Ltd(002265) publicly disclosed information, market judgment on Yunnan Xiyi Industrial Co.Ltd(002265) stock price trend and my own financial situation. There is no connection with this transaction. There is no case of Yunnan Xiyi Industrial Co.Ltd(002265) stock trading by using insider information.
I bought and sold Yunnan Xiyi Industrial Co.Ltd(002265) shares during the period of self inspection (i.e. from May 21, 2021 to April 25, 2022), which is a normal trading behavior, and there is no trading by using the insider information of this trading. In addition to the above circumstances, I have not traded Yunnan Xiyi Industrial Co.Ltd(002265) shares during my self-examination, nor disclosed relevant information or advised others to trade Yunnan Xiyi Industrial Co.Ltd(002265) shares, engage in market operation and other prohibited transactions.
Before this transaction is completed or Yunnan Xiyi Industrial Co.Ltd(002265) announces the termination of this transaction, I and my immediate family members will continue to strictly abide by the provisions of relevant laws, regulations, rules and normative documents, and will not use any convenience to obtain relevant insider information for stock trading. “
4、 Verification opinions of independent financial advisor
After verification, the independent financial adviser believes that: the listed company complies with the requirements of relevant laws, regulations and normative documents, strictly abides by the provisions of the insider registration and filing system, performs the obligation of confidentiality, and takes necessary and sufficient confidentiality measures to prevent the disclosure of insider information; The above insider trading of Yunnan Xiyi Industrial Co.Ltd(002265) A shares during the period of self inspection does not belong to the insider trading by using the insider information of this transaction and does not have a material impact on this transaction; In addition to the above circumstances, other insiders within the scope of self-examination did not buy or sell Yunnan Xiyi Industrial Co.Ltd(002265) A shares during the period of self-examination.
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(there is no text on this page, which is the signature and seal page of China Securities Co.Ltd(601066) verification opinions on the self inspection report of Yunnan Xiyi Industrial Co.Ltd(002265) insider trading related to this transaction)
Signature of project coordinator:
Zhang Hongxing, Li Weidi, Peng Jianyao
Signature of sponsor of Independent Financial Advisor:
Liu Jiaqi, Wang Jian
Signature of department head:
Zhang Zhongwei
Signature of kernel principal:
Zhang Yaokun
Signature of legal representative or authorized representative:
Liu Naisheng
China Securities Co.Ltd(601066) mm / DD / yyyy
