Zhejiang Jiemei Electronic And Technology (SZ:002859) Xin Lang Zheng Quan·2025-11-21 11:54Core Viewpoint - Zhejiang Jiemai Electronics Technology Co., Ltd. has released a "Share Buyback Management System" to regulate share buyback activities, protect investor rights, and improve corporate governance [1] Group 1: Buyback Conditions and Triggers - The buyback is applicable under four scenarios: reducing registered capital, employee stock ownership plans or equity incentives, conversion of convertible bonds, and necessary actions to maintain company value and shareholder rights [2] - The conditions for maintaining company value include: stock closing price below net asset value per share, a cumulative decline of 20% over 20 trading days, stock price below 50% of the highest closing price in the past year, or other conditions set by the China Securities Regulatory Commission [2] Group 2: Implementation Conditions and Methods - Basic requirements for buyback include: stock must be listed for at least six months (except for buybacks aimed at reducing registered capital), and no major legal violations in the past year [3] - Buybacks can be executed through centralized bidding, tender offers, or other methods approved by the China Securities Regulatory Commission, with specific methods required for different scenarios [4] Group 3: Funding Sources and Scale Limitations - Funding sources for buybacks include: self-owned funds, funds raised from issuing preferred shares or bonds, surplus funds from public offerings, bank loans, and other legal funds [5] - The buyback plan must specify the upper and lower limits of the number of shares or total funds, with the upper limit not exceeding double the lower limit. If the buyback price exceeds 150% of the average trading price over the last 30 days, justification is required [6] Group 4: Decision Procedures and Disclosure Requirements - Decision-making procedures vary by buyback scenario: buybacks for reducing registered capital require a two-thirds majority at a shareholder meeting, while other scenarios can be decided by a two-thirds majority of the board of directors [7] - The company must fulfill strict disclosure obligations at various stages of the buyback process, including timely disclosure of plan details, progress updates, and results announcements [9] Group 5: Share Handling and Regulatory Mechanisms - Repurchased shares can be either canceled or transferred based on their intended use, with specific conditions for selling shares bought to maintain company value [10] - The system prohibits insider trading and market manipulation related to buybacks, with the Shenzhen Stock Exchange overseeing compliance and imposing penalties for violations [11] Group 6: Significance of the System - The release of the buyback management system responds to regulatory requirements and enhances corporate governance, providing clear guidelines for future buyback operations, thereby improving transparency and protecting investor rights [12]