Securities code: 002388 securities abbreviation: Sunyes Electronic Manufacturing(Guangdong)Holding Co.Ltd(002388) Announcement No.: 2022-002
Xinya Electronic Co.Ltd(605277) process (Guangdong) Co., Ltd
Announcement of resolutions of the 15th (Interim) meeting of the 5th board of directors
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions.
The 15th (Interim) meeting of the 5th board of directors (hereinafter referred to as “the meeting” or “the meeting”) of Xinya Electronic Co.Ltd(605277) process (Guangdong) Co., Ltd. (hereinafter referred to as “the company”) has been notified in writing to all directors on February 9, 2022, and was held in the conference room of the company at 9:30 a.m. on February 11, 2022 in the form of on-site combined communication. There were 9 directors who should attend the meeting, and 9 directors actually attended the meeting. The convening, convening and voting procedures of the meeting comply with the provisions of the company law of the people’s Republic of China, the articles of association of Xinya Electronic Co.Ltd(605277) process (Guangdong) Co., Ltd. and other laws, regulations and normative documents, and the resolutions formed are legal and effective. The meeting was presided over by Mr. Xu LEIYU, chairman of the board of directors. The attending directors considered and adopted the following resolutions:
1、 The proposal on the purchase of land use rights and housing (structures) and related party transactions was deliberated and adopted
Due to the needs of the company’s strategic development, it is proposed to use its own funds to purchase from Huizhou Caiyu microcrystalline New Material Co., Ltd. (hereinafter referred to as “Caiyu microcrystalline”) the land use right and housing buildings (structures) with a total area of 150069 square meters located in Jinyang Industrial Zone, Yangcun Town, BOLUO County, Huizhou, Guangdong Province. The company has engaged Shenzhen Zhongzhou Assets Appraisal Co., Ltd., which has the qualification of securities and futures related business appraisal, to appraise the above land use rights and housing buildings (structures). The appraisal value of the land use rights and housing buildings (structures) in this transaction is RMB 218534600. After negotiation, both parties determine that the appraisal value of RMB 218534600 is the transaction price of this transaction.
Both the company and Caiyu microcrystalline are controlled by Ms. Xu Qi, the same actual controller. According to the relevant provisions of the stock listing rules of Shenzhen Stock Exchange, this transaction constitutes a connected transaction, but does not constitute a major asset reorganization specified in the administrative measures for major asset reorganization of listed companies.
Mr. Xu LEIYU, Ms. Xu Qi, Ms. Xu Shanyi and Mr. Hu Dafu, the related directors, abstained from voting.
Voting results: 5 in favor, 0 abstention and 0 against.
The independent directors of the company have approved and expressed their independent opinions on this proposal in advance, which needs to be submitted to the general meeting of shareholders for deliberation.
For details of the announcement on the purchase of land use rights, housing buildings (structures) and related party transactions, see the disclosure media designated by the company, securities times, Shanghai Securities News, China Securities News and cninfo (www.cn. Info. Com. CN).
2、 Proposal on convening the first extraordinary general meeting of shareholders in 2022
For details of the notice on convening the first extraordinary general meeting of shareholders in 2022, please refer to the company’s designated disclosure media securities times, Shanghai Securities News, China Securities News and cninfo (www.cn. Info. Com. CN.).
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
It is hereby announced.
Board of directors of Xinya Electronic Co.Ltd(605277) process (Guangdong) Co., Ltd. February 11, 2022
