Try our mobile app
Exhibit 99.2
FF301
Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in
Securities
| For the month ended: | 31 August 2021 | Status: | New Submission |
To : Hong Kong Exchanges and Clearing Limited
| Name of Issuer: | Li Auto Inc. |
| Date Submitted: | 06 September 2021 |
I. Movements in Authorised / Registered Share Capital
| 1. Type of shares | Ordinary shares | Class of shares | Class A | Listed on SEHK (Note 1) | Yes | ||||||
| Stock code | 02015 | Description | |||||||||
| Number of authorised/registered shares | Par value | Authorised/registered share capital | |||||||||
| Balance at close of preceding month | 4,500,000,000 | USD | 0.0001 | USD | 450,000 | ||||||
| Increase / decrease (-) | 0 | USD | |||||||||
| Balance at close of the month | 4,500,000,000 | USD | 0.0001 | USD | 450,000 | ||||||
| 2. Type of shares | WVR ordinary shares | Class of shares | Class B | Listed on SEHK (Note 1) | No | ||||||
| Stock code | 02015 | Description | |||||||||
| Number of authorised/registered shares | Par value | Authorised/registered share capital | |||||||||
| Balance at close of preceding month | 500,000,000 | USD | 0.0001 | USD | 50,000 | ||||||
| Increase / decrease (-) | 0 | USD | |||||||||
| Balance at close of the month | 500,000,000 | USD | 0.0001 | USD | 50,000 | ||||||
Total authorised/registered share capital at the end of the month: USD 500,000
Remarks:
Page 1 of 9
FF301
| Balance upon listing on August 12, 2021. |
Page 2 of 9
FF301
II. Movements in Issued Shares
| 1. Type of shares | Ordinary shares | Class of shares | Class A | Listed on SEHK (Note 1) | Yes | ||
| Stock code | 02015 | Description | |||||
| Balance at close of preceding month | 1,696,033,630 | ||||||
| Increase / decrease (-) | 0 | ||||||
| Balance at close of the month | 1,696,033,630 | ||||||
| 2. Type of shares | WVR ordinary shares | Class of shares | Class B | Listed on SEHK (Note 1) | No | ||
| Stock code | 02015 | Description | |||||
| Balance at close of preceding month | 355,812,080 | ||||||
| Increase / decrease (-) | 0 | ||||||
| Balance at close of the month | 355,812,080 | ||||||
Remarks:
| Opening balance upon listing on August 12, 2021. |
Page 3 of 9
FF301
III. Details of Movements in Issued Shares
(A). Share Options (under Share Option Schemes of the Issuer)
| 1. Type of shares issuable | Ordinary shares | Class of shares | Class A | Shares issuable to be listed on SEHK (Note 1) | Yes | ||||||||
| Stock code of shares issuable (if listed on SEHK) (Note 1) | 02015 | ||||||||||||
|
Particulars of share option |
Number of share |
Movement during the month |
Number of share options |
No. of new shares of |
No. of new shares of |
The total number of securities which may be issued upon exercise of all share options to be granted under the scheme at close of the month | |||||||
| 1). |
2019 Plan (Share incentive plan adopted on 2/7/2019 as amended from time to time) |
55,317,578 | Cancelled | -54,000 | 55,261,578 | 0 | 55,261,578 | 66,913,000 | |||||
| Others | -2,000 | ||||||||||||
|
General Meeting approval date (if applicable) _______________________________ | |||||||||||||
| 2). | 2020 Plan (Share incentive plan adopted on 9/7/2020 as amended from time to time) |
35,485,500 |
Cancelled | -259,000 |
35,226,500 |
0 |
35,226,500 |
102,690,000 | |||||
|
General Meeting approval date (if applicable) _______________________________ | |||||||||||||
Total A (Ordinary shares Class A): 0
Total funds raised during the month from exercise of options: HKD 0
Remarks:
Opening balance upon listing on August 12, 2021 (the "Listing Date")
1) Others : -2,000 refers to 2,000 options being exercised. The exercise of 2,000 options was settled using the Class A Ordinary Shares issued to the Depositary for bulk issuance of ADSs reserved for further issuances upon the exercise or vesting of awards granted under the Share Incentive Plans. |
(B). Warrants to Issue Shares of the Issuer which are to be Listed Not applicable
Page 4 of 9
FF301
(C). Convertibles (i.e. Convertible into Issue Shares of the Issuer which are to be Listed)
| 1. Type of shares issuable | Ordinary shares | Class of shares | Class A | Shares issuable to be listed on SEHK (Note 1) | No | |||||||||
| Stock code of shares issuable (if listed on SEHK) (Note 1) | ||||||||||||||
|
Description of the Convertibles |
Currency |
Amount at close of |
Movement during the month |
Amount at close of the |
No. of new shares of issuer issued during the month pursuant thereto (C) |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month | ||||||||
| 1). | 2028 Notes - convertible senior notes | USD | 862,500,000 | 862,500,000 | 0 | 60,861,104 | ||||||||
|
Type of convertibles Bond/Notes Stock code of the Convertibles (if listed on SEHK) (Note 1) Subscription/Conversion price USD 14.17 General Meeting approval date (if applicable) | ||||||||||||||
Total C (Ordinary shares Class A): 0
(D). Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be listed, including Options (other than Share Options Schemes)
| 1. Type of shares issuable | Ordinary shares | Class of shares | Class A | Shares issuable to be listed on SEHK (Note 1) | Yes | |||||
| Stock code of shares issuable (if listed on SEHK) (Note 1) | 02015 | |||||||||
|
Description |
General Meeting approval date (if applicable) |
No. of new shares of |
No. of new shares of issuer which may be issued pursuant thereto as at close of the month | |||||||
| 1). |
2019 Plan - restricted shares (Share incentive plan adopted on 2/7/2019 as amended from time to time) |
0 | 0 | |||||||
| 2). |
2019 Plan - restricted share unit (Share incentive plan adopted on 2/7/2019 as amended from time to time) |
0 | 0 | |||||||
| 3). |
2020 Plan - restricted shares (Share incentive plan adopted on 9/7/2020 as amended from time to time) |
0 | 0 | |||||||
| 4). |
2020 Plan - restricted share unit (Share incentive plan adopted on 9/7/2020 as amended from time to time) |
0 | 8,586 | |||||||
Page 5 of 9
FF301
Total D (Ordinary shares Class A): 0
(E). Other Movements in Issued Share Not applicable
Total increase / decrease (-) in Ordinary shares Class A during the month (i.e. Total of A to E) 0
Total increase / decrease (-) in Ordinary shares Class A during the month (i.e. Total of A to E) 0 |
Page 6 of 9
FF301
IV. Information about Hong Kong Depositary Receipt (HDR) Not applicable
Page 7 of 9
FF301
V. Confirmations
We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and, insofar as applicable:
(Note 2)
(i) all money due to the listed issuer in respect of the issue of securities has been received by it;
(ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled; (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled; (iv) all the securities of each class are in all respects identical (Note 3);
(v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;
(vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue;
(vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
(viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies. |
Remarks:
| Capitalized terms used herein shall have the same meanings as those defined in the Company's prospectus dated August 3, 2021. |
| Submitted by: | Wang Yang |
| Title: | Joint Company Secretary |
| (Director, Secretary or other Duly Authorised Officer) |
Page 8 of 9
FF301
Notes
| 1. | SEHK refers to Stock Exchange of Hong Kong. |
| 2. | Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, no further confirmation is required to be made in this return. |
| 3. | “Identical” means in this context: |
| ． | the securities are of the same nominal value with the same amount called up or paid up; |
| ． | they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and |
| ． | they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects. |
| 4. | If there is insufficient space, please submit additional document. |
| 5. | In the context of repurchase of shares: |
| ． | “shares issuable to be listed on SEHK” should be construed as “shares repurchased listed on SEHK”; and |
| ． | “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares repurchased (if listed on SEHK)”; and |
| ． | “type of shares issuable” should be construed as “type of shares repurchased”; and |
| ． | “issue and allotment date” should be construed as “cancellation date” |
| 6. | In the context of redemption of shares: |
| ． | “shares issuable to be listed on SEHK” should be construed as “shares redeemed listed on SEHK”; and |
| ． | “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares redeemed (if listed on SEHK)”; and |
| ． | “type of shares issuable” should be construed as “type of shares redeemed”; and |
| ． | “issue and allotment date” should be construed as “redemption date” |
Page 9 of 9
