Company Statement
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The Company and all members of the Board of Directors guarantee that the contents of this plan are true, accurate, and complete, and confirm that there are no false records, misleading statements, or major omissions, and assume individual and joint legal liability for the authenticity, accuracy, completeness, and timeliness of this plan.
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Upon completion of this issuance of shares to specific targets, the Company shall be solely responsible for changes in its operations and earnings; investors shall be solely responsible for investment risks arising from this issuance.
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This plan is the Board of Directors' explanation of this issuance of shares to specific targets, and any contrary statements are false. Investors with any questions should consult their stockbroker, lawyer, professional accountant, or other professional advisor.
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The matters described in this plan do not represent a substantive judgment, confirmation, approval, or verification by the approval authorities regarding the matters related to this issuance. The effectiveness and completion of the matters related to this issuance are subject to approval by the Company's shareholders' meeting and review or registration by the relevant approval authorities.
Special Notice
The terms or abbreviations used in this section have the same meanings as those defined in the "Definitions" section of this plan.
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Matters related to this issuance of shares to specific targets have been deliberated and approved at the 15th (extraordinary) meeting of the 11th Board of Directors and the 19th (extraordinary) meeting of the 11th Board of Directors. In accordance with relevant laws and regulations, this issuance is subject to approval by the competent state-owned assets supervision department (if required), approval by the Company's shareholders' meeting, review by the Shenzhen Stock Exchange, and registration by the China Securities Regulatory Commission (CSRC) before implementation. The final issuance plan shall be subject to the plan approved for registration by the CSRC.
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The target of this issuance is the Company's controlling shareholder, Yangtze Industry Group, which complies with the provisions of laws and regulations. The shares issued will be subscribed for entirely in cash.
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The pricing benchmark date for this issuance is the first day of the issuance period. The issuance price shall not be lower than 80% of the average trading price of the Company's shares for the 20 trading days preceding the pricing benchmark date. The average trading price of the listed company's shares for the 20 trading days preceding the pricing benchmark date = total trading amount of the listed company's shares for the 20 trading days preceding the pricing benchmark date ÷ total trading volume of the listed company's shares for the 20 trading days preceding the pricing benchmark date. The final issuance price will be determined by the Board of Directors or its authorized persons, in accordance with the authorization of the shareholders' meeting and the requirements of relevant laws, regulations, and regulatory authorities, in consultation with the sponsor (lead underwriter) after the application is approved by the Shenzhen Stock Exchange and registered by the CSRC.
If the Company undergoes ex-rights or ex-dividend events such as dividend distribution, bonus issues, share repurchases, or capitalization of capital reserves between the pricing benchmark date and the issuance date, the issuance price will be adjusted accordingly.
- The number of shares to be issued shall be determined by dividing the final total amount of raised funds by the issuance price. If the calculation does not result in an integer, it shall be rounded down to the nearest whole number. The total number of shares issued shall not exceed 30% of the Company's total share capital prior to this issuance, and shall not exceed 94,936,708 shares. The final number of shares will be determined by the Board of Directors, as authorized by the shareholders' meeting, in consultation with the sponsor (lead underwriter) based on relevant regulations, CSRC requirements, and actual subscription conditions after the issuance is approved by the Shenzhen Stock Exchange and registered by the CSRC.