Securities code: 300567 securities abbreviation: Wuhan Jingce Electronic Group Co.Ltd(300567) Announcement No.: 2022-030 Wuhan Jingce Electronic Group Co.Ltd(300567)
Announcement on providing financial assistance to holding subsidiaries
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Wuhan Jingce Electronic Group Co.Ltd(300567) (hereinafter referred to as “the company”) held the first meeting of the Fourth Board of directors and the first meeting of the Fourth Board of supervisors respectively on February 11, 2022, and deliberated and adopted the proposal on providing financial assistance to holding subsidiaries. The details are as follows:
1、 Overview of financial assistance
In order to ensure the capital demand of its subsidiary Shanghai jingjiwei Semiconductor Technology Co., Ltd. (hereinafter referred to as “Shanghai jingjiwei”) and promote its product R & D and business development, the company’s holding subsidiary Shanghai Jingwei Semiconductor Technology Co., Ltd. (hereinafter referred to as “Shanghai jingjiwei”), without affecting the normal production and operation of Shanghai Jingwei, A temporary fund borrowing agreement was signed with Shanghai jingjiwei on January 20, 2022. Shanghai jingmeasure provides Shanghai jingjiwei with a fund borrowing of no more than 25 million yuan (including), and the latest repayment date of the loan shall not exceed December 31, 2022. Shanghai precision measurement provided a loan of 12 million yuan to Shanghai Jingji micro on February 9, 2022 and 10 million yuan to Shanghai Jingji micro on February 10, 2022.
The company held the first meeting of the Fourth Board of directors on February 11, 2022, and deliberated and passed the proposal on capital increase and related party transactions of holding subsidiaries. In view of the fact that the proposal still needs to be submitted to the second extraordinary general meeting of shareholders in 2022 for deliberation, and Peng Qian is the related natural person of the company, Haining Jinghai equity investment partnership (limited partnership) (hereinafter referred to as “Haining Jinghai”) is an affiliated legal person of the company. After the capital increase is deliberated and approved by the general meeting of shareholders, the above loan will constitute the situation that the company provides financial assistance to the holding subsidiary formed by joint investment with related parties. According to the relevant provisions of Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies (hereinafter referred to as “standardized operation of GEM listed companies”), the above-mentioned acts of the company shall be implemented with reference to the relevant provisions of financial assistance.
The company held the first meeting of the Fourth Board of directors on February 11, 2022 to consider the proposal on providing financial assistance to holding subsidiaries. Mr. Peng Qian, the director of the company, avoided voting. The proposal was adopted by 8 votes in favor, 0 votes against, 0 abstentions and 1 vote in avoidance. This matter does not affect the normal business development and capital use of the company, and does not belong to the situation that financial assistance shall not be provided as stipulated in the Shenzhen Stock Exchange gem stock listing rules (hereinafter referred to as “gem stock listing rules”) and the standardized operation of GEM listed companies. The independent directors have expressed their independent opinions on the matter, which needs to be submitted to the general meeting of shareholders of the company for deliberation.
2、 Basic information of the funded object
1. Basic information
Name: Shanghai Jingji micro Semiconductor Technology Co., Ltd
Address: room 1207, Zone D, 12 / F, block B, No. 1-72, Lane 2855, Huqingping highway, Zhaoxiang Town, Qingpu District, Shanghai
Unified social credit Code: 91310118ma1jp9up26
Enterprise type: limited liability company
Date of establishment: May 12, 2021
Legal representative: Ma Jun
Registered capital: 50 million yuan
Business scope: general items: technical services, technology transfer, technical consultation and technology development in the field of semiconductor, computer, display screen, photovoltaic, lithium battery, new energy, testing equipment and testing equipment; General mechanical equipment installation services; The following scope is limited to branches: production and testing equipment and testing equipment; Professional design services; Software development; Computer system services; IC chip design and services; Sales of mechanical equipment; AI hardware sales; Retail of electronic components; Wholesale of electronic components; Sales of special electronic equipment; Sales of electrical instruments and meters; Research and development of new material technology; Sales of metal materials; Sales of intelligent power transmission and distribution and control equipment. (except for the items subject to approval according to law, the business activities shall be carried out independently according to law with the business license) licensed items: import and export of goods; Technology import and export. (for projects that must be approved according to law, business activities can be carried out only with the approval of relevant departments. The specific business projects shall be subject to the approval documents or licenses of relevant departments)
Equity structure before and after capital increase:
No. before and after capital increase
Subscribed shareholding ratio, shareholding ratio, shareholder name capital (10000 cases (%); shareholder name subscribed capital (10000 yuan) (%))
Shanghai Precision Measurement Shanghai Precision Measurement
1 semiconductor technology 5000 100 semiconductor technology 7500 21.4285 Technology Co., Ltd
Si Si
Shanghai semi Guide
Body equipment material
2 — material industry investment 2500 7.1429 fund
Joint venture (yes)
Limited partnership)
Shanghai Zhangjiang
Suifeng innovation
3 — equity investment 2500 7.1429 fund partnership
Enterprise (limited)
Partnership)
Pudong, Shanghai
Sea view integration
Circuit industry
4 — private equity fund 2500 7.1429 partnership
(limited combination)
(partner)
Haining fine
Sea equity investment
5 — joint venture 5000 14.2857 (limited partnership)
(partner)
Shanghai Jingwang
6 — enterprise management center (limited)
Partnership)
7 — Peng Qian 5000 14.2857
Total 5000 100 – 35000 100
2. The main financial indicators of the latest period (September 30, 2021): total assets of 49889525.05 yuan, total liabilities of 23100818.74 yuan, net assets of 26788706.31 yuan, operating income of 0 yuan and net profit of -13211293.69 yuan.
Note: the above data have been audited by Lixin Certified Public Accountants (special general partnership) (xksbz [2022] No. 10004).
3. Association with listed companies: there is no association with listed companies.
4. Financial assistance provided by listed companies to Shanghai Jingji micro in the previous fiscal year: in 2021, the company and Shanghai Jingmi did not provide financial assistance to Shanghai Jingji micro.
5. Shanghai jingjiwei is not a dishonest executee.
3、 Basic information of other shareholders of the funded object after capital increase
(I) Shanghai semiconductor equipment and materials industry investment fund partnership (limited partnership)
1. Basic information
Name: Shanghai semiconductor equipment and materials industry investment fund partnership (limited partnership)
Address: Building C, No. 888, Huanhu West 2nd Road, Nanhui new town, Pudong New Area, Shanghai
Unified social credit Code: 91310000ma1fl5289a
Executive partner: Shanghai semiconductor equipment and Materials Industry Investment Management Co., Ltd
Enterprise type: limited partnership
Date of establishment: January 24, 2018
Registered capital: 5050 million yuan
Enterprise type: limited partnership
Business scope: equity investment, industrial investment, investment management. [for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments]
Ownership structure:
No. partner name’s proportion in total capital contribution (%)
1 Shanghai Wanye Enterprises Co.Ltd(600641) 19.8020
2. National integrated circuit industry investment fund Co., Ltd. 19.8020
3 Yunnan International Trust Co., Ltd. 15.8416
4 Shanghai Lingang Holdings Co.Ltd(600848) Xincheng investment partnership (limited partnership) 9.9010
5 Shanghai Guosheng (Group) Co., Ltd. 9.9010
6 service trade innovation and development guidance fund (limited partnership) 6.9307
7 Guangzhou Yuexiu Jinxin phase II investment partnership (limited partnership) 4.3564
8 Guangdong laterite Heyu equity investment fund (limited partnership) 3.9604
9 Shanghai Guotai Junan Securities Co.Ltd(601211) innovative equity investment master fund center (with 1.9802)
Limited partnership)
10 Henan Asset Management Co., Ltd. 1.9802
11 Shenzhen baodechang Investment Co., Ltd. 1.7822
12 Shanghai Pengbo Financial Information Co., Ltd. 0.9901
13 Xinyin Financial Management Co., Ltd. 0.9901
14 Shanghai semiconductor equipment and Materials Industry Investment Management Co., Ltd. 0.9901
15 China Securities Co.Ltd(601066) Investment Co., Ltd. 0.7921
Total 100
2. Association with listed companies: there is no association with listed companies.
(II) Shanghai Zhangjiang Suifeng innovation equity investment fund partnership (limited partnership)
1. Basic information
Name: Shanghai Zhangjiang Suifeng innovation equity investment fund partnership (limited partnership)
Address: room 214, building 2, No. 563, Songtao Road, China (Shanghai) pilot Free Trade Zone
Unified social credit Code: 91310000ma1fl75f05
Enterprise type: limited partnership
Date of establishment: March 16, 2020
Executive partner: Shanghai Zhangjiang Haoheng innovation Equity Investment Management Co., Ltd
Registered capital: 200.1 million yuan
Enterprise type: limited partnership
Business scope: general projects: equity investment and venture capital (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license).
Ownership structure:
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