1. Securities code: 600837 securities abbreviation: Haitong Securities Company Limited(600837) Announcement No.: pro 2022-001 Haitong Securities Company Limited(600837) listing and circulation announcement of non-public offering of restricted shares 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. Important content tips: the number of restricted shares listed and circulated this time is 390703125. The listing and circulation date of restricted shares this time is February 7, 2022. I. the listing type of restricted shares this time is June 8, 2020, The company has received the reply on approving Haitong Securities Company Limited(600837) non-public shares issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”) (zjxk [2020] No. 1038), which has been approved by CSRC, In August 2020, the company issued 15625000000 RMB ordinary shares (A shares) to 13 specific objects including Shanghai Guosheng (Group) Co., Ltd. (hereinafter referred to as “this offering” or “this non-public offering”) the new shares issued this time have gone through the registration and custody procedures in China Securities Depository and Clearing Co., Ltd. Shanghai Branch on August 5, 2020. Among them, the limited sales period of shares subscribed by Shanghai Guosheng (Group) Co., Ltd. is 48 months, the limited sales period of shares subscribed by Shanghai Haiyan Investment Management Co., Ltd., Guangming Food (Group) Co., Ltd., Shanghai Electric Group Company Limited(601727) (Group) head office is 18 months, and the limited sales period of shares subscribed by other investors is 6 months. The newly issued shares may be listed and traded on the Shanghai Stock Exchange on the next trading day after the expiration of the sales restriction (non trading days shall be postponed). The number of shares subscribed by each subscriber and the lock-in period are as follows: No. number of shares subscribed by the subscriber (shares) lock-in period (month) release date 1 Shanghai Guosheng (Group) Co., Ltd. 781250000 48 August 5, 2024 2 Shanghai Haiyan Investment Management Co., Ltd. 234375000 18 February 7, 2022 3 Shanghai Electric Group Company Limited(601727) (Group) Head office 78203125 18 February 7, 2022 2 No. 2 number of shares subscribed by subscribers (shares) lock up period (month) release date 4 Guangming Food (Group) Ltd. 78125000 18 February 7, 2022 5 UBS AG 116406250 6 February 5, 2021 6 Harvest International Asset Management Co., Ltd. 62890625 6 February 5, 2021 7 China Huarong Asset Management Co., Ltd. 39062500 6 February 5, 2021 8 Shanghai Dlg Exhibitions & Events Corporation Limited(600826) Co., Ltd. 39062500 6 February 5, 2021 9 Shanghai Chengtou Holding Co.Ltd(600649) 35156250 6 February 5, 2021 10 fuanda Fund Management Co., Ltd. 31250000 6 February 5, 2021 11 JPMorgan Chase Bank, National Association 27734375 6 February 5, 2021 12 Qilu Zhongtai Private Equity Fund Management Co., Ltd. 23359375 6 February 5, 2021 13 Bay Area Industrial Finance Investment (Guangzhou) Co., Ltd. 156250000 6 February 5, 2021 in total 156250000 – the restricted shares listed and circulated this time are Shanghai Haiyan Investment Management Co., Ltd., Shanghai Electric Group Company Limited(601727) (Group) head office Restricted shares held by Guangming Food (Group) Co., Ltd. with a restricted sales period of 18 months. UBS AG, Harvest International Asset Management Co., Ltd., China Huarong Asset Management Co., Ltd., Shanghai Dlg Exhibitions & Events Corporation Limited(600826) Co., Ltd., Shanghai Chengtou Holding Co.Ltd(600649) , fuanda Fund Management Co., Ltd., JPMorgan Chase Bank, National Association, Qilu Zhongtai Private Equity Fund Management Co., Ltd The restricted shares with a lock-in period of 6 months held by Bay Area Industrial Finance Investment (Guangzhou) Co., Ltd. were lifted on February 5, 2021. The restricted shares with a lock-in period of 48 months held by Shanghai Guosheng (Group) Co., Ltd. have not reached the lifting period. 2、 Changes in the number of share capital of the company since the formation of the restricted shares in August 2020 after the company’s non-public issuance of 1562500000 RMB common shares (A shares) to 13 specific objects such as Shanghai Guosheng (Group) Co., Ltd., the total number of shares of the company increased from 11501700000 to 13064200000, of which, H shares remained 3409568820, and A-Shares increased from 8092131180 to 9654631180. On February 5, 2021, the restricted shares held by 9 shareholders reached the lifting deadline and have been lifted. As of the disclosure date of the report, the company has 11892246875 tradable shares with unlimited conditions and 1171953125 tradable shares with limited conditions (all A-Shares of this non-public offering). 3. Since the formation of the non-public offering of restricted shares, the number of share capital of the company has not changed. 3、 Relevant commitments for the listing and circulation of restricted shares the non-public offering shares promised to be subscribed by Shanghai Haiyan Investment Management Co., Ltd. Shanghai Electric Group Company Limited(601727) (Group) head office and Guangming Food (Group) Co., Ltd., the shareholders applying for lifting the share restriction, shall not be transferred within 18 months from the date of listing. As of the date of this announcement: 1 The shareholders applying for lifting the restrictions on the sale of shares have strictly fulfilled the above commitments; 2. The shareholders applying for lifting the restrictions on the sale of shares do not occupy the company’s funds for non operation. 4、 Occupation of funds by controlling shareholders and their related parties the company has no occupation of funds by controlling shareholders and their related parties. 5、 Verification opinions of intermediary institutions the sponsor of the company’s non-public offering is China Securities Co.Ltd(601066) (hereinafter referred to as the “sponsor”). After verification, the recommendation institution has issued the following verification opinions on the lifting of the ban on the listing and circulation of the company’s Restricted Shares: 1. The listing and circulation of the restricted shares meets the requirements of relevant laws, regulations and normative documents such as the stock listing rules of Shanghai Stock Exchange and the guidelines for the continuous supervision of listed companies of Shanghai Stock Exchange; 2. The number of shares subject to restrictions on sale and the listing and circulation time of the restricted shares are in line with relevant laws, administrative regulations, departmental rules, relevant rules and shareholders’ commitments; 3. The shareholders who released the restricted shares have strictly fulfilled their share locking commitments made in the non-public offering of shares; 4. As of the date of issuance of this verification opinion, the company’s information disclosure on the circulation and listing of restricted shares is true, accurate and complete.
The recommendation institution has no objection to Haitong Securities Company Limited(600837) the lifting of the restrictions on the sale of shares in this non-public offering. 6、 Listing and circulation of restricted shares 1. The number of restricted shares listed and circulated this time is 390703125; 2. The listing and circulation date of restricted shares is February 7, 2022; 43. Detailed list of listing and circulation of restricted shares in this non-public offering: serial number shareholder name number of restricted shares held (shares) proportion of restricted shares held in the total share capital of the company number of shares (shares) remaining restricted shares in this listing 1 Shanghai Haiyan Investment Management Co., Ltd. 234375000 1.79% 234375000 02 Shanghai Electric Group Company Limited(601727) (Group) Head office 78203125 0.60% 78203125 03 Guangming Food (Group) Co., Ltd. 78125000 0.60% 78125000 total 390703125 2.99% 3907031250 VII. Statement of share capital change structure unit: changes in share capital before listing and circulating shares with limited sales conditions after Listing 1. State held shares 78203125 – 78203125 02 Shares held by state-owned legal persons 1093750000 – 31250000 781250000 total outstanding shares with limited sales conditions 1171953125 – 390703125 781250000 outstanding shares with unlimited sales conditions A-Shares 8482678055 390703125 8873381180h shares 3409568820 0 3409568820 total outstanding shares with unlimited sales conditions 11892246875 390703125 12282950000 total shares 13,0 64200000 0 13064200000 VIII. The online announcement annex China Securities Co.Ltd(601066) verification opinions on lifting the ban on the listing and circulation of some restricted shares of Haitong Securities Company Limited(600837) non-public Development Bank shares is hereby announced. Haitong Securities Company Limited(600837) January 21, 2022
