Securities code: 603227 securities abbreviation: Xinjiang Xuefeng Sci-Tech (Group) Co.Ltd(603227) Announcement No.: 2022-006 Xinjiang Xinjiang Xuefeng Sci-Tech (Group) Co.Ltd(603227) (Group) Co., Ltd
General risk warning announcement on restructuring
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Xinjiang Xinjiang Xuefeng Sci-Tech (Group) Co.Ltd(603227) (Group) Co., Ltd. (hereinafter referred to as "the company") intends to purchase Xinjiang agriculture and animal husbandry investment (Group) Co., Ltd., Sichuan Jinxiang Sairui Chemical Co., Ltd., Hefei Wufeng Investment Co., Ltd., Chengdu Guoheng No. 1 investment partnership (limited partnership) by issuing shares and paying cash Aksu investment and Construction Group Co., Ltd., shayariyang investment limited partnership, Meishan Jinye enterprise management planning center (limited partnership), Aksu Xinfa Mining Co., Ltd., alar Tongzhong state owned Assets Management Co., Ltd., Shaoxing Sanye Foreign Trade Co., Ltd., Ding Ling, Xinjiang Shaya Urban Construction Investment Co., Ltd Xinjiang Jinding Heavy Industry Co., Ltd., Ren Hu, Zhu Xueqian and Zhou Jun jointly held 100% equity of Xinjiang Yuxiang Populus euphratica Chemical Co., Ltd. and raised supporting funds (hereinafter referred to as "this transaction"). After the completion of this transaction, Xinjiang Yuxiang Populus euphratica Chemical Co., Ltd. will become a wholly-owned subsidiary of the company. According to the measures for the administration of major asset restructuring of listed companies, this transaction is expected to constitute a major asset restructuring.
On January 17, 2022, the company held the 35th meeting of the third board of directors and the 31st meeting of the third board of supervisors, deliberated and adopted the proposal on the plan for Xinjiang Xinjiang Xuefeng Sci-Tech (Group) Co.Ltd(603227) (Group) Co., Ltd. to issue shares, pay cash to purchase assets, raise supporting funds and related party transactions and its summary. For details, see the company's website at Shanghai Securities News, securities times and Shanghai Stock Exchange (www.sse. Com. CN.) Relevant announcements issued.
As of the disclosure date of this announcement, in view of the unfinished audit and evaluation of the underlying assets involved in this transaction, the board of directors of the company decided not to convene an extraordinary general meeting of shareholders to consider matters related to this transaction. After the completion of the audit and evaluation, the company will convene a separate board of directors to review other matters related to the transaction, issue a notice of convening a general meeting of shareholders to review matters related to the transaction, and submit the general meeting of shareholders to review the relevant proposals of the transaction.
The company has formulated a strict insider information management system. In the process of negotiating and determining this transaction, the company and the counterparty try to reduce the scope of insiders and reduce the dissemination of insider information. However, it still does not rule out the risk that the company may suspend, suspend or cancel this transaction due to abnormal stock price fluctuations or abnormal transactions that may be suspected of insider trading.
The restructuring plan can only be implemented after being reviewed and approved by the board of directors and the general meeting of shareholders of the company, and approved by the competent regulatory authority. There is still great uncertainty. Please pay attention to the investment risks. The company will continue to promote relevant work after the resumption of stock trading, and timely perform the obligation of information disclosure in strict accordance with the provisions and requirements of relevant laws and regulations. The company designated the information disclosure website and media as the website of Shanghai Stock Exchange (www.sse. Com. CN) And Shanghai Securities News and securities times. The company's information shall be subject to the announcements published by the company on the above designated websites and media.
It is hereby announced.
Board of directors of Xinjiang Xinjiang Xuefeng Sci-Tech (Group) Co.Ltd(603227) (Group) Co., Ltd. January 18, 2022
