Securities code: 002321 securities abbreviation: Henan Huaying Agricultural Development Co.Ltd(002321) Announcement No.: 2022-006
Henan Huaying Agricultural Development Co.Ltd(002321)
Announcement on implementation progress and risk warning of reorganization plan
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.
Henan Huaying Agricultural Development Co.Ltd(002321) (hereinafter referred to as "the company" or "Hua yingnong")
On November 20, 2021, the intermediate people's Court of Xinyang City, Henan Province (hereinafter referred to as
(2021) Yu 15 Po Shen No. 4 Civil Ruling served by "Xinyang intermediate people's court" or "court")
The court ruled to accept the applicant Huang Chuanrui and (2021) Yu 15 Po No. 6-1 decision
Reorganization of the company by China Supply Chain Management Co., Ltd. (hereinafter referred to as "Huangchuan Ruihua")
Apply for and appoint Beijing Jindu (Shenzhen) law firm and Zhongqin Wanxin certified public accountants
(special general partnership) Henan branch is the manager. On the same day, the company received the letter delivered by Xinyang intermediate people's court
(2021) Yu 15 Po No. 6-2 decision allows the company to be supervised by the manager during the reorganization of the company
Manage property and business affairs by themselves. For details, please refer to the law of the people's Republic of China on foreign affairs disclosed by the company
Announcement on the court's ruling to accept the reorganization of the company (Announcement No.: 2021-071).
After entering the reorganization procedure, under the guidance of the court, the manager and the company perform their duties according to law,
Fully promote various restructuring work, and the company will complete the reorganization on November 29, December 6 and December 13, 2021
The announcement on restructuring progress and risk warning was disclosed on cninfo.com on December 20
(Announcement No.: 2021-074, 078, 081, 082).
On December 22, 2021, Xinyang intermediate people's court ruled to approve Henan Huaying Agricultural Development Co., Ltd
Limited company reorganization plan (hereinafter referred to as the "reorganization plan") and terminate the company's reorganization proceedings,
For details, please refer to the "customs declaration" disclosed by the company on cninfo.com on December 23, 2021
Announcement on the approval of the reorganization plan by the court (Announcement No.: 2021-086). company
On December 27, 2021, January 4, 2022 and January 11, 2022, the announcement on implementation progress and risk warning of reorganization plan (Announcement No.: 2021-088, 2022-002 and 2022-005) was disclosed on cninfo.com.
In accordance with the stock listing rules of Shenzhen Stock Exchange (hereinafter referred to as the "Listing Rules"), the relevant matters concerning the implementation progress of the company's reorganization plan are hereby announced as follows:
1、 Implementation progress of reorganization plan
1. On December 23, 2021, the company and Xinyang Dingxin Xinghua Industrial investment partnership (limited partnership), Henan Guangzhou ChenYue Industrial Co., Ltd., Xinyang Huaxin Investment Group Co., Ltd., Huangchuan agricultural investment new kinetic energy enterprise management center (limited partnership) Xinyang Guangxing equity investment management center (limited partnership) signed the Henan Huaying Agricultural Development Co.Ltd(002321) restructuring investment agreement respectively. For details, see the announcement on signing the restructuring investment agreement (Announcement No.: 2021-087) disclosed by the company on the designated information disclosure media on December 24, 2021.
2. On December 24, 2021, according to the provisions of the reorganization plan and confirmed by the court, the disposal procedures of some inefficient assets have been started. It is planned to dispose of the long-term equity investment held by the listed company with an assessed value of 570 million yuan and other receivables assets with an assessed value of 277 million yuan. The first round of auction and the second round of auction of related assets have been sold, and the third round of auction will be launched later. The first round of auction of long-term equity investment assets held by listed companies with an evaluation value of - 3.06 million yuan is being publicized on Jingdong auction bankruptcy Qiangqing platform. The aforesaid long-term equity investment will no longer be included in the consolidation scope of the company's financial statements, and the date will also be adjusted according to the auction. The company will timely disclose the auction results and changes in the consolidation scope of the financial statements.
3. On December 28, 2021, the company disclosed the risk warning announcement on the implementation of the conversion of capital reserve into share capital in the reorganization plan and the adjustment of the opening reference price on the first trading day after the implementation (Announcement No.: 2021-090) on the designated information disclosure media. The equity registration date of the company's shares in the conversion of capital reserve into share capital is December 31, 2021.
On December 31, 2021, the company completed the registration of converted shares in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. The manager of the company will timely submit the supervision report on the completion of the implementation of the reorganization plan to the court according to the implementation of the reorganization plan, and apply to the court for a ruling to confirm the completion of the implementation of the reorganization plan.
4. As of December 31, 2021, the manager has received the restructuring investment of 755310561.96 yuan, and the restructuring investment has been paid in full.
At present, the company is orderly promoting the relevant work in the implementation stage of the reorganization plan under the supervision of the manager.
2、 Risk tips
1. Xinyang intermediate people's court has ruled to terminate the company's reorganization procedure. At present, the company has entered the implementation stage of the reorganization plan. According to the relevant provisions of the enterprise bankruptcy law of the people's Republic of China, during the implementation of the reorganization plan, if the company does not implement or cannot implement the reorganization plan, the company will be declared bankrupt. If the company is declared bankrupt, according to paragraph (VI) of article 9.4.17 of the listing rules, the company's shares will face the risk of delisting.
2. The company's 2020 financial report was audited by Asia Pacific (Group) accounting firm (special general partnership) with no opinion. If one of the following circumstances occurs in 2021, the listing of the company's shares will be terminated according to article 9.3.11 of the Listing Rules: (I) the audited net profit is negative and the operating income is less than 100 million yuan, or the net profit of the most recent fiscal year after retroactive restatement is negative and the operating income is less than 100 million yuan; (II) the audited ending net assets are negative, or the ending net assets of the latest fiscal year after retroactive restatement are negative; (III) audit reports with qualified opinions, unable to express opinions or negative opinions are issued in the financial and accounting reports; (IV) failing to disclose the annual report guaranteed by more than half of the directors to be true, accurate and complete within the statutory time limit; (V) although it complies with the provisions of article 9.3.7, it fails to apply to the exchange for cancellation of delisting risk warning within the specified time limit; (VI) due to non-compliance with article 9.3.7, the delisting risk warning application was not reviewed and approved by the exchange.
3. The company's implementation of the reorganization plan will help to improve the company's asset liability structure and operating conditions. However, the company's stock trading still needs to meet the requirements of subsequent relevant regulatory laws and regulations, otherwise it will still face the risk of termination of listing.
The company will earnestly perform the obligation of information disclosure in strict accordance with the relevant provisions of the listing rules and disclose the progress of relevant matters in a timely manner. The information disclosure media designated by the company are securities daily, securities times, Shanghai Securities News, China Securities News and http://www.cn.info.com.cn, All information of the company shall be subject to the information disclosed in the above designated media and websites. Please make careful decisions and pay attention to investment risks.
It is hereby announced.
Henan Huaying Agricultural Development Co.Ltd(002321) board of directors January 18, 2002
