The board of directors, all directors and relevant shareholders of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and assume individual and joint responsibility for the authenticity, accuracy and completeness of the contents.
Before this reduction, Mr. Yang Bing, a director of Jiangsu Litong Electronics Co., Ltd. (hereinafter referred to as the “Company”), held 300,000 shares of the company, accounting for 0.2308% of the company’s total shares.
The company’s 2021 annual general meeting of shareholders reviewed and approved the “Proposal on the Company’s 2021 Profit Distribution and Capital Reserve Conversion to Share Capital Plan”. The company will distribute cash to all shareholders for every 10 shares based on the total share capital registered on the date of equity distribution. The dividend is RMB 1.73 (tax included), and at the same time, 4 shares for every 10 shares are transferred to all shareholders with the capital reserve. The company’s 2021 equity distribution has been completed on June 9, 2022. A total of 22,490,000.00 yuan in cash dividends (tax included) were distributed, and a total of 52 million shares were converted into shares. The company’s total share capital was changed from 130 million shares to 182 million shares.
Due to the change in the total share capital due to the distribution of equity, the company’s shares held by director Yang Bing became 420,000 shares, accounting for 0.2308% of the company’s total shares. As of the disclosure date of this announcement, Mr. Yang Bing holds 360,000 shares of the company, accounting for 0.1978% of the total shares of the company.
On January 22, 2022, the company disclosed the “Announcement on Share Reduction Plan for Shareholders, Directors and Senior Management of Jiangsu Litong Electronics Co., Ltd.” (Announcement No.: 2022-007). From February 21, 2022 to August 20, 2022, Mr. Yang Bing intends to reduce part of his shares through centralized bidding transactions, and the amount of reduction will not exceed 25% of the number of shares he holds in the company (that is, not more than 75,000 shares). ), and the reduction price is determined according to the market price. During the period of shareholding reduction, the company will make corresponding adjustments to the number of shareholding reductions according to the changes in share capital if there are any changes in shares such as bonus shares, capital reserves converted to share capital, and allotment of shares.
The company completed the 2021 equity distribution on June 9, 2022, and distributed a cash dividend of RMB 1.73 (tax included) for every 10 shares to all shareholders. Due to the change in the company’s total share capital due to the distribution of rights and interests, the company’s shares held by director Yang Bing became 420,000 shares, and the reduction amount did not exceed 25% of the company’s shares held by him (that is, not more than 105,000 shares). The price shall not be lower than the company’s initial public offering price of 13.32 yuan (ex-rights).
As of the close of trading on July 5, 2022, Mr. Yang Bing has reduced his holdings of the company’s shares by a total of 60,000 shares through centralized bidding transactions, and the number of shares he has reduced has been more than half.
Obtained by other means as the capital reserve to increase the share capital.
There is no concerted action in the above-mentioned reduction subjects.
2. Implementation progress of the centralized bidding reduction plan
(1) Major shareholders and directors, supervisors and senior executives disclose the progress of the implementation of the centralized bidding reduction plan for the following reasons:
More than half of the reduction in the number of centralized bidding transactions
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(2) Whether the reduction of this shareholding is consistent with the plans and commitments previously disclosed by major shareholders or directors, supervisors and senior executives
√Yes □No
(3) During the time period for the reduction of holdings, whether the listed company discloses major matters such as high-speed transfer or planning for mergers and acquisitions
□Yes√No
(4) Other matters required by the Exchange
This reduction was made by the company’s director, Mr. Yang Bing, based on his personal capital needs. It is a normal reduction. It will not have a significant impact on the company’s governance structure, shareholding structure and future sustainable operations, and will not lead to changes in the company’s control. The company will continue to pay attention to the implementation of the company’s shareholders, directors and senior executives’ shareholding reduction plan, and urge them to strictly abide by the relevant laws and regulations, department rules and regulatory documents, and fulfill their information disclosure obligations in a timely manner.
3. Risk reminders related to the centralized bidding reduction plan
(1) As of the date of this announcement, Mr. Yang Bing’s share reduction plan has not yet been implemented, and the specific implementation of this share reduction plan will be decided based on market conditions, the company’s stock price and other factors.
(2) Whether the implementation of the shareholding reduction plan will lead to the risk of changing the control right of the listed company Yes √ No
(3) Other risks
During the implementation of the shareholding reduction plan, the company will urge Mr. Yang Bing to strictly abide by the “Securities Law”, “Several Regulations on Share Reduction by Shareholders of Listed Companies, Directors, Supervisors and Senior Management”, “Shareholders and Directors, Supervisors and Senior Management of Listed Companies on the Shanghai Stock Exchange” Relevant provisions of relevant laws, regulations, departmental rules and normative documents such as the “Implementation Rules for the Reduction of Shares by Personnel”. During the reduction period, the company will perform its information disclosure obligations in a timely manner in strict accordance with relevant regulations.
Special announcement.
Jiangsu Litong Electronics Co., Ltd.
Board of Directors
July 6, 2022
Stock Code: 603629 Stock Abbreviation: Litong Electronic Announcement Number: 2022-061
Jiangsu Litong Electronics Co., Ltd.
Announcement on the Listing and Circulation of Non-public Issuance 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 content of this announcement, and assume individual and joint responsibility for the authenticity, accuracy and completeness of its content.
Important content reminder:
● 42,000,000 shares are listed and circulated this time
● The date of listing and circulation of the restricted shares is July 11, 2022
1. Types of listing of restricted shares
(1) Approval and issuance of non-public offering of restricted shares
The “Reply on Approval of Jiangsu Litong Electronics Co., Ltd.’s Non-public Issuance of Shares” issued by China Securities Regulatory Commission on February 18, 2021 (CSRC Approval[2021]523), Jiangsu Litong Electronics Co., Ltd. (hereinafter referred to as the “Company” or “Litong Electronics”) non-publicly issued 30,000,000 RMB ordinary shares (A shares) to 14 specific objects (hereinafter referred to as “the non-public issuance” ).
(2) Registration of non-public offering of restricted shares
On January 11, 2022, the company completed the registration and custody procedures for this non-public offering of shares at the Shanghai Branch of China Securities Depository and Clearing Corporation Limited. For details, please refer to the “Announcement of Jiangsu Litong Electronics Co., Ltd. on the Results of Non-public Issuance of Shares and Changes in Share Capital” disclosed by the company on January 12, 2022 (announcement number: 2022-002).
(3) Lock-up period arrangements for non-public offering of restricted shares
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2. Changes in the number of shares of the company since the formation of the restricted shares
The company’s non-public offering of shares was registered on January 11, 2022. After the formation of the restricted shares, the company’s total share capital is 130,000,000 shares, of which 30,000,000 are tradable shares with restricted sales conditions, and 30,000,000 are tradable shares without restrictions on sales. 100,000,000 shares.
The company held the 2021 annual general meeting on May 19, 2022 to review and approve the “Proposal on the Company’s 2021 Profit Distribution and Capital Reserve Conversion to Share Capital”. A cash dividend of RMB 1.73 (tax included) will be distributed to all shareholders for every 10 shares, and at the same time, 4 shares will be transferred to all shareholders for every 10 shares with the capital reserve. The company’s 2021 equity distribution has been completed on June 9, 2022. A total of 22,490,000.00 yuan (tax included) of cash dividends were distributed, and a total of 52,000,000 shares were converted into share capital. After the completion of this capital reserve conversion, the company’s total share capital will be increased from 13 ,0000,000 shares were changed to 182,000,000 shares.
As of the date of this announcement, the company’s total share capital is 182,000,000 shares, of which 42,000,000 shares are tradable shares subject to restrictions on sales, and 140,000,000 shares are tradable shares not subject to restrictions on sales.
3. Relevant commitments for the listing and circulation of the restricted shares
All 14 issuers who have released the restricted shares in this non-public offering promise that the shares subscribed for by them will not be transferred within 6 months from the date of the end of the offering.
As of the disclosure date of this announcement, the shareholders who applied for the release of the restricted shares this time have strictly fulfilled the above commitments, and there is no situation where the relevant commitments have not been fulfilled which will affect the listing and circulation of the restricted shares.
Holders of restricted shares applying for listing this time have no special commitment to listing.
4. Verification Opinions of Intermediary Institutions
After verification, the sponsor, China Securities Co., Ltd., believed that the listing and circulation of Litong Electronics’ restricted shares complied with the “Shanghai Stock Exchange Listing Rules” and the “Shanghai Stock Exchange Self-discipline Supervision Guidelines for Companies No. 11. Supervision” and other relevant laws, regulations and rules; the number of restricted shares released this time, the time of listing and circulation, etc. are in compliance with relevant laws, administrative regulations, departmental rules, relevant rules and shareholder commitments; Strictly fulfilled its share lock-up commitment; as of the date of the issuance of this verification opinion, the company’s disclosure of information related to the restricted shares this time is true, accurate and complete.
In summary, the sponsor has no objection to the listing and circulation of Litong Electronics’ non-public offering of restricted shares.
V. The listing and circulation of the restricted shares
(1) The number of restricted shares listed for circulation this time is 42,000,000 shares (including shares after equity distribution and transfer).
(2) The date of listing and circulation is July 11, 2022.
(3) The listing and circulation details of the non-public restricted shares are as follows:
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6. Structure of changes in share capital
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7. Online Announcement Attachments
1. “The Verification Opinions of China Securities Co., Ltd. on the Listing and Circulation of Restricted Shares of Jiangsu Litong Electronics Co., Ltd.”
Special announcement.
Jiangsu Litong Electronics Co., Ltd.
Board of Directors
July 6, 2022Return to Sohu, see more