Securities code: 300512 securities abbreviation: Hangzhou Zhongya Machinery Co.Ltd(300512) Announcement No.: 2022-011 Hangzhou Zhongya Machinery Co.Ltd(300512)
Announcement of resolutions of the 8th meeting of the 4th board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of supervisors
1. The board of supervisors was convened by Hu Xi’an, chairman of the board of supervisors, and the meeting notice was sent by communication on January 26, 2022.
2. The meeting of the board of supervisors was held on January 29, 2022, and voting was conducted by means of communication.
3. There are 3 supervisors who should attend the meeting and 3 supervisors who actually attended.
4. The convening, convening and voting procedures of this meeting of the board of supervisors comply with the relevant provisions of the company law and other laws, regulations and the articles of association, and are legal and effective.
2、 Deliberation at the meeting of the board of supervisors
The proposal on foreign investment in the establishment of joint ventures and related party transactions was deliberated and adopted.
It is agreed that the company, together with Shenzhen Megmeet Electrical Co.Ltd(002851) , Shi Zheng and Wei Yongming, will jointly contribute to the establishment of Hangzhou Zhongmai Intelligent Equipment Co., Ltd. (tentative name, subject to the company name approved by the competent department of industrial and commercial registration, hereinafter referred to as the “joint venture”). The registered capital of the joint venture is RMB 10 million, of which the company contributes RMB 4 million, accounting for 40% of the total registered capital; Shenzhen Megmeet Electrical Co.Ltd(002851) invested 3 million yuan, accounting for 30% of the total registered capital; Shi Zheng invested 1.5 million yuan, accounting for 15% of the total registered capital; Wei Yongming contributed 150000 yuan, accounting for 15% of the total registered capital.
The specific contents of the proposal are detailed in the company’s website on February 7, 2022（ http://www.cn.info.com.cn. ）The announcement on foreign investment and establishment of joint ventures and related party transactions disclosed.
The board of supervisors of the company issued written review opinions as follows:
1. The matters related to this foreign investment and related party transactions were deliberated and approved at the 10th meeting of the 4th board of directors and the 8th meeting of the 4th board of supervisors, and the related directors withdrew from voting. The convening, convening, deliberation and voting procedures of the meeting comply with the provisions of relevant laws, regulations and the articles of association.
2. This foreign investment to establish a joint venture is mainly engaged in the R & D, production, manufacturing and sales of automation equipment and systems, which can enrich the company’s product series, further improve the company’s market competitiveness and promote the continuous growth of the company’s performance, which is in line with the interests of the company and all shareholders.
3. This foreign investment and related party transactions comply with the provisions of relevant laws and regulations, and the voting procedures are legal and effective; The capital source of the company’s foreign investment this time is its own capital, which will not have a significant adverse impact on the company’s financial and operating conditions, and there is no damage to the interests of the company and all shareholders.
To sum up, we unanimously agree on the establishment of joint ventures and related party transactions by the company’s foreign investment. There were 0 affirmative votes and 3 abstention votes. The proposal was deliberated and passed.
3、 Documents for future reference
1. Resolutions of the Hangzhou Zhongya Machinery Co.Ltd(300512) 8th meeting of the 4th board of supervisors;
2. Written review opinions of the Hangzhou Zhongya Machinery Co.Ltd(300512) board of supervisors on matters related to the eighth meeting of the Fourth Board of supervisors.
It is hereby announced.
Hangzhou Zhongya Machinery Co.Ltd(300512) board of supervisors
February 7, 2022
