TIDMMYSE
RNS Number : 8365W
Ming Yang Smart Energy Group Ltd
14 December 2023
MING YANG SMART ENERGY GROUP LIMITED
(GDR under the symbol: "MYSE")
(a joint stock company established under the laws of the
People's Republic of China with limited liability)
Announcement on the Change of Registered Capital of the Company
and the Amendments to the Articles of Association
On 14 December 2023, Ming Yang Smart Energy Group Limited (the
"Company") held the 3rd meeting of the Third Board of Directors and
the 3rd meeting of the Third Board of Supervisors, which reviewed
and approved the Proposal on the Change of Registered Capital of
the Company and the Proposal on Amendments to the Articles of
Association. The details are as follows:
I. Change of Registered Capital of the Company
The Company is required to change the registered capital of the
Company due to the repurchase and cancellation of restricted shares
granted under the equity incentives scheme, the details of which
are as follows:
According to the relevant requirements of the Administrative
Measures on Equity Incentives of Listed Companies and the 2019
Restricted Equity Incentive Scheme (Revised Draft) of the Company,
three incentive participants under the first grant and one
incentive participants under the reserved grant of the 2019
Restricted Share Incentive Scheme who resigned due to personal
reasons or were elected as Supervisors, and they are no longer
qualified as incentive participants. According to the authorisation
of the 2019 annual general meeting of the Company, the Company
considered and approved to repurchase and cancel the 224,500
restricted shares granted but not yet unlocked held by such
participants.
The Company has performed the procedures on notifying creditors
of the Repurchase and Cancellation of Restricted Shares in
accordance with the law. As at 12 November 2023, the notification
period has expired for 45 days, and the Company has received no
declaration from creditors requesting debt repayment or provision
of guarantees. Such restricted shares have been cancelled on 23
November 2023.
As at 23 November2023, the registered capital of the Company was
changed from RMB2,271,983,706 to RMB2,271,759,206, and the total
number of shares of the Company were changed from 2,271,983,706
shares to 2,271,759,206 shares.
II. Amendments to the Articles of Association of the Company
According to the above changes in the registered capital of the
Company, the Company intends to make the following amendments to
the relevant provisions of the Articles of Association of Ming Yang
Smart Energy Group Limited (the "Articles of Association"):
Before modification After modification
Article 6 Article 6
The registered capital of The registered capital of
the Company is RMB2,271,983,706. the Company is RMB2,271,759,206.
-----------------------------------
Article 21 Article 21
The total number of shares The total number of shares
of the Company is 2,271,983,706 of the Company is 2,271,759,206
shares, and the share capital shares, and the share capital
structure of the Company consists structure of the Company consists
of 2,271,983,706 ordinary of 2,271,759,206 ordinary
shares with no other types shares with no other types
of shares. of shares.
-----------------------------------
Save as the modification of the above provisions, other
provisions of the Articles of Association remain unchanged.
On 13 May 2020, the Company held the 2019 annual general
meeting, at which the Proposal on Requesting the General Meeting to
Authorize the Board to Deal with Matters Related to the Restricted
Share Incentive Scheme of the Company was considered and approved.
According to Article 11 and other provisions of the Proposal, which
states authorising the Board to handle formalities with relevant
authorities in relation to the Incentive Scheme, such as review,
registration, filings, approval and consent (including but not
limited to the filing of amendments to the Articles of Association,
authorising the Board to sign, execute, amend and complete
documents submitted to relevant authorities, organisations and
individuals, and authorising the Board to carry out all other
actions and do all other things necessary, appropriate or expedient
in relation to the Incentive Scheme, the Proposal on the Change of
Registered Capital of the Company and the Proposal on the
Amendments to the Articles of Association will take effect upon the
consideration and approval by the Board and is not required to
submit it to the general meeting for consideration. The Board may
further authorise the chairman of the Board of the Company or other
persons further authorised to deal with the industrial and
commercial registration for the changes of the registered capital
of the Company and the amendments to the Articles of
Association.
Ming Yang Smart Energy Group Limited
14 December, 2023
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END
UPDNKQBQCBDKCBD
(END) Dow Jones Newswires
December 14, 2023 04:52 ET (09:52 GMT)
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