Securities code: 002586 securities abbreviation: Zhejiang Reclaim Construction Group Co.Ltd(002586) Announcement No.: 2022-031 Zhejiang Reclaim Construction Group Co.Ltd(002586)
Pre disclosure announcement on the risk of closing positions and passive reduction of shares held by one of the actual controllers
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
Mr. Luo Quanmin, one of the actual controllers of Zhejiang Reclaim Construction Group Co.Ltd(002586) (hereinafter referred to as “the company”), holds 12945668 shares of the company (accounting for 1.13% of the total share capital of the company). Due to the risk of passive reduction due to judicial disposal, he plans to reduce the total number of shares of the company by means of centralized bidding transaction and block transaction, which does not exceed 12902000 shares (accounting for 1.13% of the total share capital of the company).
The company recently received the notification letter from Mr. Luo Quanmin, and learned that the shares held by Mr. Luo Quanmin may be subject to judicial enforcement procedures by the relevant courts due to the equity pledge dispute, resulting in passive reduction. The details are as follows:
1、 Basic information of shareholders
1. Name of shareholder: Luo Quanmin
2. Shareholding of shareholders: as of January 24, 2022, Mr. Luo Quanmin held 12945668 shares of the company, accounting for 1.13% of the total shares of the company.
2、 Main contents of this reduction plan
(I) details of this reduction plan
1. Reasons for the proposed passive reduction; Judicial disposition.
2. Sources of shares to be passively reduced: the shares before the company’s initial public offering and the conversion of previous capital reserves into share capital.
3. Number and proportion of proposed passive reduction: 12902000 shares, accounting for 1.13% of the total shares of the company.
4. Proposed passive reduction mode: centralized bidding trading or block trading. Among them, the total number of shares reduced through centralized bidding trading of Shenzhen Stock Exchange in any continuous 90 natural days shall not exceed 1% of the total number of shares of the company, and the total number of shares reduced through block trading of Shenzhen Stock Exchange in any continuous 90 natural days shall not exceed 2% of the total number of shares of the company.
5. Proposed passive reduction period: within six months from the date of disclosure of this announcement. According to the detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of Listed Companies in Shenzhen Stock Exchange, if the shares are reduced by means of centralized bidding trading, the reduction period shall be within six months after 15 trading days from the date of announcement and disclosure.
6. Reduction price: determined according to the market price at the time of reduction.
(II) relevant commitments and performance
1. Committed by: Luo Quanmin
2. Commitment type: commitment made in the initial public offering
3. Commitment content: within 36 months from the date of listing of the company’s shares, it will not transfer or entrust others to manage the issuer’s shares directly or indirectly held by it, nor will the issuer repurchase such shares. At the same time, in order to avoid horizontal competition damaging the interests of the company and other shareholders, make a commitment to avoid horizontal competition.
4. Fulfillment: after the fulfillment, Mr. Luo Quanmin has strictly fulfilled the above commitments, and there is no violation of the commitments.
3、 Impact on the company and risk tips:
1. This reduction will not lead to the change of control of the company.
2. The share reduction plan is a passive reduction, and there is still uncertainty about the specific reduction time, quantity and price, as well as whether it is completed on schedule. Investors should pay attention to risks. 3、 If Mr. Luo Quanmin touches on the detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of Listed Companies in Shenzhen Stock Exchange “Article 10 Where a listed company is under any of the following circumstances, its controlling shareholders, actual controllers and directors, supervisors and senior managers shall not reduce their holdings of the company’s shares from the date of making the relevant decision to the date of terminating or resuming the listing of the company’s shares: (I) the listed company is subject to administrative punishment by the CSRC due to fraudulent issuance or illegal material information disclosure; (II) The listed company was transferred to the public security organ for the crime of fraudulent issuance or the crime of illegal disclosure and non disclosure of important information. The controlling shareholders, actual controllers and persons acting in concert with the directors, supervisors and senior executives specified in the preceding paragraph shall abide by the provisions of the preceding paragraph. If a listed company discloses that it has no controlling shareholder or actual controller, its largest shareholder and the actual controller of the largest shareholder shall abide by the relevant provisions on controlling shareholders and actual controllers in the preceding two paragraphs. ” No reduction is allowed.
4. The information disclosure media designated by the company are China Securities News, securities times, Shanghai Securities News, securities daily and http://www.cn.info.com.cn, The relevant information of the company shall be subject to the announcement published in the above designated information disclosure media. Please pay attention to the subsequent relevant announcements of the company and pay attention to investment risks.
4、 Documents for future reference
Notification letter
It is hereby announced
Zhejiang Reclaim Construction Group Co.Ltd(002586) board of directors
January 26, 2002
