Securities code: 300925 securities abbreviation: Shenzhen Farben Information Technology Co.Ltd(300925) Announcement No.: 2022-013 Shenzhen Farben Information Technology Co.Ltd(300925)
Pre disclosure announcement on the share reduction plan of the company’s directors
Mr. Li Dongxiang, the director of the company, guarantees that the information provided to the company is true, accurate and complete without false records, misleading statements or major omissions.
The company and all members of the board of directors guarantee that the contents of the announcement are consistent with the information provided by the information disclosure obligor. Special tips:
Mr. Li Dongxiang, the director of the company who holds 2040000 shares of Shenzhen Farben Information Technology Co.Ltd(300925) (hereinafter referred to as “the company”) (accounting for 0.93% of the total share capital of the company), plans to reduce 400000 shares of the company (not exceeding 0.18% of the total share capital of the company) by means of centralized bidding, which will be carried out within six months after 15 trading days from the date of announcement of the reduction plan, And the total number of shares reduced within any consecutive 90 natural days shall not exceed 1% of the total number of shares of the company. The relevant information is hereby announced as follows: I. Basic information of shareholders
1. Name of shareholder: Li Dongxiang
2. Shares held by shareholders: Li Dongxiang holds 2040000 shares of the company, accounting for 0.93% of the total share capital of the company. 2、 Main contents of this reduction plan
1. Reasons for Li Dongxiang’s proposed reduction: his own capital needs
2. Share source: the company’s shares held before the company’s initial public offering (including the capital reserve converted into share capital after the company’s initial public offering).
3. Reduction quantity: it is planned to reduce the company’s shares by no more than 400000 shares, i.e. no more than 0.18% of the company’s total share capital. (if the company has changes in share capital during the reduction period, such as share distribution, conversion of capital reserve into share capital, the number of shares to be reduced will be adjusted accordingly)
4. Reduction period: within six months after 15 trading days from the date of announcement of the reduction plan
5. Reduction method: centralized bidding method.
6. Price range: determined according to the market price at the time of reduction, and the reduction price shall not be lower than the issuing price of the company’s initial public offering. 3、 Commitment and performance
Mr. Li Dongxiang, the director of the company, made the following commitments in the company’s prospectus on initial public offering and listing on GEM and the listing announcement on initial public offering and listing on gem:
1. Within 12 months from the date when Shenzhen Farben Information Technology Co.Ltd(300925) shares are listed and traded in Shenzhen Stock Exchange, they shall not transfer or entrust others to manage the shares issued before Shenzhen Farben Information Technology Co.Ltd(300925) public offering held directly or indirectly by themselves, nor shall Shenzhen Farben Information Technology Co.Ltd(300925) repurchase the aforesaid shares issued before Shenzhen Farben Information Technology Co.Ltd(300925) public offering held by themselves.
2. After the expiration of the above-mentioned sales restriction, during my tenure as a director, director or senior manager of Shenzhen Farben Information Technology Co.Ltd(300925) , the shares transferred each year shall not exceed 25% of the total number of Shenzhen Farben Information Technology Co.Ltd(300925) shares directly or indirectly held by me. Within six months after my resignation, I will not transfer the Shenzhen Farben Information Technology Co.Ltd(300925) shares directly or indirectly held by me.
If I declare my resignation within 6 months from the date of the company’s initial public offering and listing on the gem, I will not transfer the company’s shares directly or indirectly held by me within 18 months from the date of declaration of resignation; If a person applies for resignation from the 7th month to the 12th month from the date of initial public offering and listing on the gem, he shall not transfer the shares of the company directly or indirectly held by him within 12 months from the date of declaration of resignation.
If I resign before the expiration of my term as a Shenzhen Farben Information Technology Co.Ltd(300925) director, director or senior manager, the shares transferred each year shall not exceed 25% of the total shares of the issuer I directly or indirectly hold within the period determined when I take office and within 6 months after the expiration of my term of office, and the Shenzhen Farben Information Technology Co.Ltd(300925) shares I directly or indirectly hold shall not be transferred within half a year after my resignation.
3. Within 2 years after the expiration of the lock up period, if I intend to reduce the shares issued before the public offering of Shenzhen Farben Information Technology Co.Ltd(300925) shares, the reduction price shall not be lower than the issue price (if there are ex rights and ex interests matters such as dividend distribution, share distribution and conversion of capital reserve into share capital after the listing of Shenzhen Farben Information Technology Co.Ltd(300925) shares, the minimum reduction price will be adjusted accordingly); If the closing price of the company’s shares is lower than the issue price for 20 consecutive trading days within 6 months after Shenzhen Farben Information Technology Co.Ltd(300925) listing, or the closing price is lower than the issue price at the end of 6 months after listing (if that day is not a trading day, the first trading day after that day), the lock-in period of the aforesaid shares held by me will be automatically extended for 6 months. I will not give up my commitment to fulfill the above-mentioned reduction price and extension of lock-in period due to job change, resignation and other reasons.
4. In accordance with the laws and regulations and the business rules of Shenzhen Stock Exchange, I promise that I will not reduce the shares of the issuer in case of no reduction of shares. After the lock-in period expires, it will reduce its holdings in accordance with laws and regulations and the business rules of Shenzhen Stock Exchange, and promises not to violate relevant restrictive provisions. During the implementation of the reduction, the necessary filing and announcement procedures will be performed in accordance with the laws and regulations and the business rules of Shenzhen Stock Exchange. The reduction shall not be performed before the legal procedures are performed.
5. I will strictly abide by the relevant provisions of Chinese laws and regulations on shareholders’ shareholding and share changes, and perform the obligations of shareholders in good faith. If I fail to fulfill the above commitments, I will publicly explain the specific reasons for my failure to fulfill the commitments at the shareholders’ meeting of the issuer and the information disclosure media designated by the CSRC, and apologize to other shareholders of the issuer and public investors. In case of violation of the above commitments, the income from the reduction shall belong to Shenzhen Farben Information Technology Co.Ltd(300925) . If I fail to turn over the income from the illegal reduction in time to Shenzhen Farben Information Technology Co.Ltd(300925) , Shenzhen Farben Information Technology Co.Ltd(300925) has the right to withhold the part of the cash dividend payable to me equal to the income from the illegal reduction and belong to Shenzhen Farben Information Technology Co.Ltd(300925) . If the investor suffers losses in securities trading due to the failure to fulfill the above commitments, I will compensate the investor for the losses according to law.
As of the date of this announcement, Mr. Li Dongxiang has strictly fulfilled his commitments, and the proposed reduction does not violate relevant commitments. 4、 Relevant risk tips
1. Li Dongxiang will decide whether to implement the share reduction plan according to the market situation and the company’s share price. There is uncertainty about the implementation of the share reduction plan such as the reduction time and price.
2. The implementation of this share reduction plan will not lead to the change of the company’s control and will not have a significant adverse impact on the company’s governance structure and sustainable operation.
3. The reduction plan does not violate the securities law, the Listing Rules of Shenzhen Stock Exchange gem, the guidelines for the standardized operation of companies listed on Shenzhen Stock Exchange gem, several provisions on the reduction of shares by shareholders, directors, supervisors and senior executives of listed companies, and the implementation rules for the reduction of shares by shareholders, directors and senior executives of listed companies of Shenzhen Stock Exchange Regulations and normative documents. The company will also continue to pay attention to the progress of the implementation of the share reduction plan of relevant shareholders, urge them to reduce their holdings in compliance, and timely fulfill their information disclosure obligations in accordance with the provisions of relevant laws, regulations and normative documents. Please invest rationally. 5、 Documents for future reference
(I) notification letter of Li Dongxiang on share reduction plan
It is hereby announced.
Shenzhen Farben Information Technology Co.Ltd(300925) board of directors
January 21, 2002
