Hebei Sinopack Electronic Technology Co.Ltd(003031) board of directors
Explanation on the compliance of this transaction with Article 4 of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies
Hebei Sinopack Electronic Technology Co.Ltd(003031) (hereinafter referred to as the "company" and "listed company") plans to purchase the assets and liabilities of gallium nitride communication base station RF chip business held by the 13th Research Institute of China Electronics Technology Corporation by issuing a shares, And all the equity of Hebei Bowei integrated circuit Co., Ltd. and Beijing Guolian Wanzhong Semiconductor Technology Co., Ltd. held by shareholders such as the 13th Research Institute of China Electronics Technology Corporation and raised supporting funds (hereinafter referred to as "this transaction").
According to the requirements of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies, the board of directors of the company has carefully analyzed whether this transaction complies with the provisions of Article 4 of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies. The board of Directors believes that:
1. If the subject assets of this transaction involve project approval, environmental protection, industry access, land use, planning, construction and other related approval matters, corresponding permits or principled approval documents have been obtained according to the progress of the project; The company has disclosed the procedures for this transaction to be submitted for approval / approval in the plan for Hebei Sinopack Electronic Technology Co.Ltd(003031) issuing shares to purchase assets and raising supporting funds and related party transactions, and made special tips on the risks that may not be approved / approved.
2. Each counterparty legally owns the complete rights of the underlying assets, and there is no restriction or prohibition of transfer. The target companies Hebei Bowei integrated circuit Co., Ltd. and Beijing Guolian Wanzhong Semiconductor Technology Co., Ltd. do not have false investment or affect their legal existence.
3. This transaction is conducive to improving the integrity of the company's assets and maintaining the independence of the company in terms of personnel, procurement, production, sales and intellectual property rights.
4. This transaction will help the company improve its financial situation, enhance its sustainable profitability, highlight its main business and enhance its anti risk ability, and help the company continue to enhance its independence, reduce related party transactions and avoid horizontal competition.
In conclusion, the board of directors of the company believes that this transaction meets the conditions specified in Article 4 of the provisions on Several Issues concerning the regulation of major asset restructuring of listed companies.
It is hereby explained.
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Hebei Sinopack Electronic Technology Co.Ltd(003031) board of directors mm / DD / yyyy
