Suzhou Anjie Technology Co.Ltd(002635) announcement of the resolution of the 35th meeting of the Fourth Board of directors
Securities code: 002635 securities abbreviation: Suzhou Anjie Technology Co.Ltd(002635) Announcement No.: 2022-006
Suzhou Anjie Technology Co.Ltd(002635)
Announcement on the resolution of the 35th meeting of the Fourth Board of directors
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.
1、 Meetings of the board of directors
The notice of the 35th meeting of the Fourth Board of directors of Suzhou Anjie Technology Co.Ltd(002635) (hereinafter referred to as "the company" or " Suzhou Anjie Technology Co.Ltd(002635) ") was sent by e-mail, SMS and other means on February 14, 2022. It was held by means of communication voting on February 17, 2022. Nine directors should be present and nine actually. The meeting was held in accordance with the provisions of the company law and the articles of association. The meeting was presided over by Chairman Wang Chunsheng.
2、 Deliberations of the board meeting
After careful deliberation, the directors present at the meeting passed the following proposals:
(I) deliberated and passed the proposal on the proposed disposal of the equity of its joint-stock company by the wholly-owned subsidiary Suzhou Anjie Technology Co.Ltd(002635) (Hong Kong) Co., Ltd
The board of directors of the company agreed that the wholly-owned subsidiary Suzhou Anjie Technology Co.Ltd(002635) (Hong Kong) Co., Ltd. (hereinafter referred to as "Hong Kong Anjie") would dispose of its 200 million shares in Anjeli industry according to the privatization plan of its joint-stock company Anjeli Industry Co., Ltd. (hereinafter referred to as "Anjeli industry"), Accept the transaction terms such as the cancellation price of Agilent industrial shares of HK $1.82/share (less dividend adjustment (if any)). At the same time, the board of directors of the company agrees that Hong Kong Anjie or its authorized representative will vote in favor of the matters related to the Agilent industrial privatization plan at the future Agilent court meeting and the special general meeting of shareholders. The board of directors of the company authorizes the management of the company to sign relevant legal documents and handle relevant matters according to the relevant arrangements of the transaction of the Agilent industrial privatization plan.
The independent directors and the board of supervisors of the company expressed their consent to this proposal.
See cninfo.com, the designated information disclosure media, for details of the announcement on the proposed disposal of the equity of its participating company by the wholly-owned subsidiary Suzhou Anjie Technology Co.Ltd(002635) (Hong Kong) Co., Ltd（ http://www.cn.info.com.cn. ）Securities times. Voting results: 9 in favor, 0 against and 0 abstention.
Suzhou Anjie Technology Co.Ltd(002635) announcement of the resolution of the 35th meeting of the Fourth Board of directors
(II) deliberated and passed the proposal on foreign investment and establishment of two U.S. subsidiaries
In order to provide better services for overseas customers, enhance the company's international competitiveness and service capacity, and improve the company's business layout and medium and long-term strategic development plan, Shixin International Co., Ltd. (hereinafter referred to as "Shixin international") a wholly-owned subsidiary of the company plans to set up a wholly-owned subsidiary seksun USAINC in the United States with its own capital of US $2 million (Shixin USA Co., Ltd.) (hereinafter referred to as "Shixin USA", tentative name, and the final result shall be subject to the approval of relevant local departments) and seksun Texas Inc. (Shixin Texas Co., Ltd.) (hereinafter referred to as "Shixin Texas") which plans to set up a wholly-owned subsidiary in the United States with self raised funds of US $5 million , tentative name, and the final result shall be subject to the approval of relevant local departments).
For details of the announcement on foreign investment and establishment of two US subsidiaries, please refer to cninfo.com, the designated information disclosure media（ http://www.cn.info.com.cn. ）Securities times.
Voting results: 9 in favor, 0 against and 0 abstention.
(III) the proposal on capital increase of Suzhou weidongshan Electronic Technology Co., Ltd., a wholly-owned subsidiary, was deliberated and adopted
In order to upgrade the product structure, optimize the industrial layout and expand the business scale of Suzhou weidongshan Electronic Technology Co., Ltd. (hereinafter referred to as "weidongshan"), a wholly-owned subsidiary of the company, the company plans to increase the registered capital of weidongshan by 10 million yuan. After the completion of this capital increase, the registered capital of weidongshan will increase from 21 million yuan to 22 million yuan, After the capital increase, Suzhou Anjie Technology Co.Ltd(002635) contribution accounts for 100% of the registered capital of Weston mountain. For details of the announcement on capital increase of Suzhou weidongshan Electronic Technology Co., Ltd., a wholly-owned subsidiary, see cninfo.com, the designated information disclosure media（ http://www.cn.info.com.cn. ）Securities times.
Voting results: 9 in favor, 0 against and 0 abstention.
(IV) the proposal on canceling the subsidiary Suzhou Fanglian metal products Co., Ltd. was deliberated and passed. According to the actual operation and management situation of the company and the development plan of the company, the overall management efficiency and operation efficiency of the company's assets were improved and the operation and management cost was reduced. The company plans to cancel the subsidiary Fanglian metal products Co., Ltd. The cancellation of Fanglian metal will not have an adverse impact on the normal production and operation of the company, and will not damage the interests of the company and shareholders, especially minority shareholders. After the cancellation is completed, the scope of the company's consolidated statements will change, and Fanglian metal will no longer be included in the scope of consolidated statements.
The announcement on the cancellation of Suzhou Fanglian metal products Co., Ltd., a subsidiary of the company, is detailed in the designated letter of the company
Suzhou Anjie Technology Co.Ltd(002635) announcement of the resolution of the 35th meeting of the Fourth Board of directors
Information disclosure network（ http://www.cn.info.com.cn. ）Securities times.
Voting results: 9 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolution of the 35th meeting of the 4th board of directors;
2. Opinions of the 35th session of the independent board of directors on relevant matters
3. Announcement on the proposed disposal of the equity of its joint-stock company by the wholly-owned subsidiary Suzhou Anjie Technology Co.Ltd(002635) (Hong Kong) Co., Ltd
4. Announcement on foreign investment and establishment of two U.S. subsidiaries;
5. Announcement on capital increase of Suzhou weidongshan Electronic Technology Co., Ltd., a wholly-owned subsidiary;
6. Announcement on cancellation of the subsidiary Suzhou Fanglian metal products Co., Ltd.
It is hereby announced!
Suzhou Anjie Technology Co.Ltd(002635) board of directors February 17, 2002
