Securities code: 603392 securities abbreviation: Beijing Wantai Biological Pharmacy Enterprise Co.Ltd(603392) Announcement No.: 2022-013 Beijing Wantai Biological Pharmacy Enterprise Co.Ltd(603392)
With regard to the announcement on adjusting the non-public offering of A-Shares in 2021, 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.
Beijing Wantai Biological Pharmacy Enterprise Co.Ltd(603392) (hereinafter referred to as “the company”) held the fourth meeting of the Fifth Board of directors and the fourth meeting of the Fifth Board of supervisors on October 15, 2021, and the third extraordinary general meeting of shareholders in 2021 on November 1, 2021, which deliberated and adopted the proposal on the company’s non-public development and issuance of A-Shares in 2021 and other relevant proposals. For details, see the relevant announcements disclosed by the company in the designated information disclosure media on October 16, 2021 and November 2, 2021 respectively.
In accordance with the provisions of relevant laws, regulations and normative documents such as the measures for the administration of securities issuance of listed companies and the detailed rules for the implementation of non-public offering of shares by listed companies, and in combination with the specific requirements of the audit, through consultation with Yangshengtang Co., Ltd, The company adjusted the number of shares to be subscribed by the controlling shareholder Yangshengtang Co., Ltd. in the non-public offering of A-Shares in 2021, which was deliberated and adopted at the 8th meeting of the 5th board of directors and the 8th meeting of the 5th board of supervisors held by the company on January 21, 2022.
1、 Adjustment of the non-public offering of a shares
The board of directors agreed to adjust the non-public offering of A-Shares in 2021. The details are as follows: before adjustment:
The number of shares to be subscribed by Yangshengtang Co., Ltd. shall not exceed 10% of the number of shares in this non-public offering. The final number of shares subscribed by Yangshengtang Co., Ltd. shall be determined through negotiation between Yangshengtang Co., Ltd. and the company after the issue price is determined.
After adjustment:
The number of shares to be subscribed by Yangshengtang Co., Ltd. is 10% of the actual number of shares issued in this non-public offering.
2、 Relevant procedures for the adjustment and performance of the non-public offering of a shares
On January 21, 2022, the company held the 8th meeting of the 5th board of directors and the 8th meeting of the 5th board of supervisors, deliberated and adopted the proposal on adjusting the company’s non-public offering of A-Shares in 2021 and other proposals, and agreed to adjust the company’s non-public offering of A-Shares in 2021. The related directors avoided voting, and the independent directors issued unanimous prior approval opinions and independent opinions.
The adjustment of the company’s non-public offering plan is to further clarify the subscription amount of the controlling shareholder Yangshengtang Co., Ltd. on the basis of the original plan, and the finally determined subscription amount does not exceed the subscription limit of the original plan. Therefore, the adjustment of the non-public offering plan is within the scope of matters authorized by the general meeting of shareholders to the resolution of the board of directors of the company, and does not need to be submitted to the general meeting of shareholders for deliberation. The non-public offering of A-Shares still needs to go through the approval procedures, including but not limited to the approval of the CSRC.
It is hereby announced.
Beijing Wantai Biological Pharmacy Enterprise Co.Ltd(603392) board of directors January 22, 2022
