Securities code: 003016 securities abbreviation: Xin Hee Co.Ltd(003016) Announcement No.: 2022-005 Xin Hee Co.Ltd(003016)
Announcement on changing the registered capital of the company and amending some articles of the articles of Association
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.
Xin Hee Co.Ltd(003016) (hereinafter referred to as "the company") convened the 14th meeting of the Fourth Board of directors on January 18, 2022, considered and adopted the proposal on changing the registered capital of the company and amending some provisions of the articles of association. The relevant matters are hereby announced as follows:
1、 Change of registered capital of the company
The company held the 13th meeting of the third board of directors and the second extraordinary general meeting of shareholders in 2021 on January 13, 2021 and February 22, 2021 respectively, and deliberated and adopted the proposal on the restricted stock incentive plan in 2021 (Revised Draft) and its summary, The 11th meeting of the 4th board of directors and the 5th meeting of the 4th board of supervisors of the company were held on November 23, 2021, and the proposal on adjusting the grant price of reserved restricted shares in the 2021 restricted stock incentive plan and granting reserved restricted shares to incentive objects was reviewed and adopted. See China Securities Journal on the same day for the above specific contents Shanghai Securities News, securities times, securities daily and cninfo (www.cn. Info. Com. CN.) Relevant announcements.
As of the disclosure date of the announcement, the company has completed the registration of reserved and granted shares in the 2021 restricted stock incentive plan.
Rongcheng Certified Public Accountants (special general partnership) issued the capital verification report (rcyz [2021] No. 361z0094) and verified the newly increased registered capital and share capital of the company as of December 12, 2021. The verification results are as follows: the company plans to issue 760288 restricted shares to incentive objects, with a total of 4.46 yuan per share and a total raised capital of 3390884.48 yuan, As of December 12, 2021, the company has received contributions from 13 incentive objects. Among them, the included registered capital and share capital are RMB 760288.00, the included capital reserve is RMB 2630596.48, and the proportion of new share capital in the new registered capital is 100.00%. After this issuance, the accumulated share capital of your company is RMB 432358988.00, accounting for 100.00% of the registered capital after change.
According to the above matters, the board of directors agreed to amend some provisions of the articles of association, and the registered capital of the company will increase by RMB 760288. After this change, the registered capital of the company increased from 431598700 yuan to 432358988 yuan, and the total share capital of the company increased from 431598700 shares to 432358988 shares. The board of directors authorized relevant personnel to go through the formalities of industrial and commercial change registration.
2、 Amendments to the articles of Association
According to the above changes in registered capital, the company plans to amend some provisions of the articles of association. The specific amendments are as follows:
Before and after revision
Article 6 the registered capital of the company is 431598700 yuan. Article 6 the registered capital of the company is 432358988 yuan. Yuan.
If the company's total registered capital changes due to the increase or decrease of registered capital due to the increase or decrease of registered capital, the shareholders' meeting may approve the change of the total registered capital, and the shareholders' meeting may approve the resolution on the increase or decrease of registered capital after the resolution on the increase or decrease of registered capital is passed, Then pass a resolution on the matters that need to modify the articles of association, explain that a resolution is passed on the matters authorized to modify the articles of association, and explain that the board of directors is authorized to go through the registration procedures for the change of registered capital. The board of directors has the right to go through the registration procedures for the change of registered capital.
Article 19 the total number of shares of the company is 431598700, and the total number of shares of the company is 432358988, all of which are ordinary shares in RMB and no other types of shares. Shares, all RMB ordinary shares, no other types of shares.
Except for the above amendments, other contents of the articles of association remain unchanged.
3、 Authorize the handling of industrial and commercial change registration and other related matters
The second extraordinary general meeting of shareholders in 2021 held by the company on February 22, 2021 deliberated and approved the proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive. According to the authorization, the board of directors of the company has the right to modify the articles of Association and handle the registration of changes in the registered capital of the company with respect to the implementation of the company's restricted stock incentive plan, The proposal does not need to be submitted to the general meeting of shareholders for deliberation.
It is hereby announced.
Xin Hee Co.Ltd(003016) board of directors January 19, 2022
