1、 Basic information of the company 1 Registered address, organizational form, headquarters address and registered capital of the company (1) registered address: No. 1, Ruixiang Road, Daliang Fengxiang Industrial Park, Shunde District, Foshan City (2) organizational form: joint stock limited company (unlisted) (3) office address: No. 1, Ruixiang Road, Daliang Fengxiang Industrial Park, Shunde District, Foshan City (4) registered capital: 76464000.00 yuan 2. Establishment of the company
Guangdong Ruide Intelligent Technology Co., Ltd. (hereinafter referred to as “the company”) was formerly known as Shunde Daliang Ruide Electronic Industry Co., Ltd. (renamed as “Shunde Daliang Ruide Electronic Industry Co., Ltd.” in February 2001, Shunde Ruide Electronic Industry Co., Ltd. in March 2002 and Shunde Ruide Electronic Industry Co., Ltd. in April 2004) “Foshan Shunde Ruide Electronic Industry Co., Ltd.”, was jointly invested and established by Wu Zijian, Wang Jun and Huang zuhao. At the time of establishment, the registered capital of the company was RMB 500000, of which Wu Zijian contributed RMB 260000, accounting for 52.00%; Wang Jun, a natural person, contributed 120000 yuan, accounting for 24.00%; Huang zuhao, a natural person, contributed 120000 yuan, accounting for 24.00%. On January 13, 1997, Shunde accounting firm verified the above capital contribution and issued the capital verification report (shyz (1997) (Liang) (09). On February 4, 1997, the company was incorporated in Shunde Administration for Industry and Commerce and received the business license of enterprise legal person with registration number of 23192681-2.
On August 28, 1998, the company’s shareholders Wu Zijian and Huang zuhao transferred part of their equity of the company to pan Weiming, Wang Jun and Zhao Genmin. After the equity transfer, the registered capital of the company is still RMB 500000, of which Wu Zijian, a natural person, invested RMB 190000, with an investment ratio of 38.00%; The natural person Wang Jun invested 160000 yuan, accounting for 32.00%; Huang zuhao, a natural person, invested 75000 yuan, accounting for 15.00%; The natural person pan Weiming invested 50000 yuan, with an investment proportion of 10.00%; Zhao Genmin, a natural person, invested 25000 yuan, accounting for 5.00%.
On March 30, 2002, the company applied for increasing the registered capital by 1.5 million yuan through the resolution of the shareholders’ meeting, and the newly increased registered capital shall be invested by the original shareholders according to the investment proportion; After the capital increase, the registered capital of the company is 2 million yuan, of which 76000 yuan is invested by natural person Wu Zijian, with an investment proportion of 38.00%; The natural person Wang Jun invested 640000 yuan, accounting for 32.00%; Huang zuhao, a natural person, invested 300000 yuan, accounting for 15.00%; The natural person pan Weiming invested 200000 yuan, with an investment proportion of 10.00%; Zhao Genmin, a natural person, invested 100000 yuan, accounting for 5.00%.
On April 10, 2005, the company applied to increase the registered capital by 3 million yuan through the resolution of the shareholders’ meeting, and the newly increased registered capital shall be contributed by the original shareholders according to the investment proportion; After the capital increase, the registered capital of the company is 5 million yuan, including 1.9 million yuan invested by natural person Wu Zijian, with an investment proportion of 38.00%; The natural person Wang Jun invested 1.6 million yuan, accounting for 32.00%; Huang zuhao, a natural person, invested 750000 yuan, accounting for 15.00%; The natural person pan Weiming invested 500000 yuan, with an investment proportion of 10.00%; Zhao Genmin, a natural person, invested 250000 yuan, accounting for 5.00%.
On October 12, 2006, the company approved by the resolution of the shareholders’ meeting that the shareholder Wu Zijian transferred all the equity of the company held by him to four other natural persons. After the equity transfer, the registered capital of the company is still 5 million yuan, including 2.580645 million yuan invested by natural person Wang Jun, with an investment proportion of 51.6129%; Huang zuhao, a natural person, invested 1209680 yuan, accounting for 24.1936%; Pan Weiming, a natural person, invested 806450 yuan, accounting for 16.1290%; Zhao Genmin, a natural person, invested 4032250 yuan, accounting for 8.0645%.
On September 6, 2007, the company approved the shareholder Zhao Genmin to transfer his 8.0645% equity of the company to the natural person Luo Yiguang through the resolution of the shareholders’ meeting; On October 11, 2007, the company approved the shareholder Huang zuhao to transfer 0.6497% equity of the company to Shanghai Fenghe Investment Management Consulting Co., Ltd; After the above equity transfer, the registered capital of the company is still 5 million yuan, including 2.580645 million yuan invested by natural person Wang Jun, with an investment proportion of 51.6129%; Huang zuhao, a natural person, invested 1177195 yuan, accounting for 23.5439%; Pan Weiming, a natural person, invested 806450 yuan, accounting for 16.1290%; Natural person Luo Yiguang invested 4032250 yuan, with an investment ratio of 8.0645%; Shanghai Fenghe Investment Management Consulting Co., Ltd. invested 32485 yuan, with an investment ratio of 0.6497%.
On October 26, 2007, the shareholders Wang Jun, Huang zuhao, pan Weiming, Luo Yiguang, Shanghai Fenghe Investment Management Consulting Co., Ltd. and joint happy Investments Limited reached a capital increase agreement with the resolution of the shareholders’ meeting. After the capital increase, the registered capital of the company was RMB 64.076359 million. On December 24, 2007, according to the capital increase agreement, the first capital contribution of the company’s shareholders was 58.871945 million yuan, and the registered capital after the capital increase was 63.871945 million yuan; On January 15, 2008, the shareholders of the company contributed 20441400 yuan for the second time, and the registered capital after capital increase was 64076359 yuan.
The equity structure of the company as of December 31, 2007 and December 31, 2008 is shown in the following table:
December 31, 2007 December 31, 2008
Shareholder name amount proportion
Wang Jun 24727895.7638 7148%24,807,058.0038. 7148%
Huang zuhao 11279977.1017 6603%11,316,038.0017. 6603%
Pan Weiming 7727483.3912 0984%7,752,239.0012. 0984%
Luo Yiguang 3863741.706 0492%3,876,095.006. 0492%
Shanghai Fenghe Investment Management Consulting Co., Ltd. 311247.990 4873%312,247.000. 4873%
JOINT HAPPY INVESTMENTS LIMITED15,961,599.0624. 9900%16,012,682.0024. 9900%
Total 63871945.00100.00 0000%64,076,359.00100. 0000%
On 9 December 2007, Approved by the reply on foreign capital merger and acquisition to establish a joint venture Foshan Shunde Ruide Electronic Industry Co., Ltd. (Guangdong foreign trade and economic cooperation Zi [2007] No. 1403) issued by the Department of foreign trade and economic cooperation of Guangdong Province, it obtained the Guangdong Provincial People’s government’s foreign capital Guangdong joint venture certificate [2007] on December 13, 2007 Approval Certificate No. 0149, the company is changed into a Sino foreign joint venture. On January 21, 2008, the company replaced the original business license of enterprise legal person with the business license of enterprise legal person with the registration number of 440681000016375 issued by Shunde District Administration for Industry and Commerce of Foshan City. The nature of the company was changed to a limited liability company (joint venture between Taiwan, Hong Kong, Macao and China), with a registered capital of RMB 64 million seventy-six thousand three hundred and fifty-nine.
On October 3, 2010, according to the resolution of the board of directors, the company’s shareholders Wang Jun, Huang zuhao, pan Weiming, Luo Yiguang, Shanghai Fenghe Investment Management Consulting Co., Ltd. and joint happiness Investments Limited transferred their 11.0243% equity, 4.2042% equity, 3.1951% equity, 0.3025% equity, 0.0244% equity and 1.2495% equity to Foshan Ruixiang Investment Co., Ltd; The shareholder of the company, jointhappy Investments Limited, transferred its 3% equity to the company’s shareholder Wang Jun, transferred its 7% equity to Shanghai Junshi Asset Management Co., Ltd., and transferred its 5% equity to Beijing Fuchun Investment Management Co., Ltd. After the equity transfer, the registered capital of the company is still RMB 64.076359 million;
The equity structure of the company as of December 31, 2009 and December 31, 2010 is shown in the following table:
December 31, 2009 December 31, 2010
Shareholder name amount proportion
Wang Jun 24807058.0038 7148%19,665,355.0030. 6905%
Huang zuhao 11316038.0017 6603%8,622,179.0013. 4561%
Pan Weiming 7752239.0012 0984%5,704,911.008. 9033%
Luo Yiguang 3876095.006 0492%3,682,276.005. 7467%
Shanghai Fenghe Investment Management Consulting Co., Ltd. 312247.000 4873%296,609.000. 4629%
JOINT HAPPY INVESTMENTS LIMITED16,012,682.0024. 9900%5,600,594.008. 7405%
Foshan Ruixiang Investment Co., Ltd. –12815272.0020 0000%
Shanghai Junshi Asset Management Co., Ltd. –4485345.007 0000%
Beijing Fuchun Investment Management Co., Ltd. –3203818.005 0000%
Total 64076359.00100 0000%64,076,359.00100. 0000%
On July 26, 2012, according to the resolution of the board of directors of the company, the shareholder joint happiness Investments Limited transferred 1.3408% of its equity to Huang zuhao, 3% of its equity to pan Weiming, 1% of its equity to Chen Wenze and 2% of its equity to he hanteng, Transfer its 0.4199% equity to Zhang Weijie, its 0.5599% equity to Cheng Weichun and its 0.4199% equity to he Jingchao. After the equity transfer, the registered capital of the company is still RMB 64.076359 million;
The equity structure of the company as of December 31, 2011 and December 31, 2012 is shown in the following table: