Securities code: 688607 securities abbreviation: Careray Digital Medical Technology Co.Ltd(688607) Announcement No.: 2022-012 Careray Digital Medical Technology Co.Ltd(688607)
Announcement on foreign investment and establishment of wholly-owned subsidiaries
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
The company plans to set up a wholly-owned subsidiary compass innovation Singapore PTE. Ltd. (tentative name, subject to the final approval of relevant departments in Singapore) with its own capital of no more than US $15 million
This foreign investment does not constitute a connected transaction, nor does it constitute a major asset reorganization as stipulated in the measures for the administration of major asset reorganization of listed companies
Relevant risk tips: the proposed establishment of a wholly-owned subsidiary still needs the approval of relevant departments in Singapore. There are uncertainties about whether it can pass the relevant approval and the time of approval; In addition, after the establishment of a wholly-owned subsidiary, it may face uncertain factors such as macroeconomic and industrial policy changes in the future operation process, and there are certain market risks and operation risks; The company will strengthen the fund management and foreign project investment management control of wholly-owned subsidiaries, strengthen the risk prevention mechanism and actively prevent investment risks
1、 Overview of foreign investment
On February 15, 2022, Careray Digital Medical Technology Co.Ltd(688607) (hereinafter referred to as “the company”) held the sixth (Interim) meeting of the second board of directors and the sixth (Interim) meeting of the second board of supervisors respectively, deliberated and adopted the proposal on the proposed investment in the establishment of a wholly-owned subsidiary. Based on the consideration of the company’s strategic planning and business development, the company plans to establish a wholly-owned subsidiary in Singapore, The total investment shall not exceed 15 million US dollars. According to the relevant provisions of the Listing Rules of Shanghai Stock Exchange on the science and innovation board and the articles of association, this foreign investment is still within the approval authority of the board of directors of the company and does not need to be deliberated by the general meeting of shareholders. The board of directors of the company authorizes the management of the company to handle specific matters related to the establishment of wholly-owned subsidiaries, including but not limited to handling approval and filing procedures with relevant Chinese departments, as well as the preparation of articles of association and registration of wholly-owned subsidiaries required for the establishment of wholly-owned subsidiaries.
The measures for the administration of foreign investment of listed companies do not constitute major assets reorganization.
2、 Basic information of the proposed wholly-owned subsidiary
1. Proposed company name: Compass innovation Singapore PTE. Ltd
2. Registered capital: SGD 10000.00
3. Registered address: 24 Raffles Place #17-04 Clifford centreingport (048621) (subject to the final approval of relevant departments in Singapore)
4. Proposed business scope: wholesale of medical, professional and scientific precision equipment and venture capital activities (subject to the final approval of relevant departments in Singapore)
5. Equity structure: the company holds 100% equity
6. Capital source and contribution method: the company’s own capital
7. Personnel arrangement of the board of directors and management of the target company: it is proposed to be selected from the company or appointed from outside
Note: the above registration information is the information to be declared, which shall be subject to the final approval result of relevant local departments.
3、 The impact of foreign investment on Listed Companies
This time, the company invested and established a wholly-owned subsidiary with its own funds. Based on the consideration of the company’s strategic planning and business development, it is conducive to promoting the gradual implementation of the company’s long-term strategic planning and further improving the company’s comprehensive competitive strength. It will not have a significant adverse impact on the company’s financial status and operating results, and there is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders.
After the establishment of the wholly-owned subsidiary, it will be included in the scope of the company’s consolidated statements, and the scope of the company’s consolidated statements will be changed.
4、 Risk analysis of foreign investment
The proposed establishment of a wholly-owned subsidiary requires the approval of relevant departments in Singapore. There is uncertainty about whether it can pass the relevant approval and the time of approval. In addition, after the establishment of a wholly-owned subsidiary, it may face uncertain factors such as macroeconomic and industrial policy changes in the future operation process, and there are certain market risks and operation risks. The company will pay close attention to the follow-up development progress of the wholly-owned subsidiary, actively prevent and respond to various risks that the wholly-owned subsidiary may face in the development process, strengthen the fund management and foreign project investment management control of the wholly-owned subsidiary, strengthen the risk prevention mechanism, actively prevent investment risks, and strictly comply with the requirements of relevant laws, regulations and normative documents, Timely fulfill the obligation of information disclosure. Please invest rationally and pay attention to investment risks.
It is hereby announced.
Careray Digital Medical Technology Co.Ltd(688607) board of directors February 16, 2022
