Securities code: Crown Advanced Material Co.Ltd(688560) securities abbreviation: Crown Advanced Material Co.Ltd(688560) Announcement No.: 2022031 Crown Advanced Material Co.Ltd(688560)
Announcement on capital increase of wholly-owned subsidiaries and 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:
Name of capital increase target: Mingguan International Holding Co., Ltd. (hereinafter referred to as "mingguan international"), Crown Advanced Material Co.Ltd(688560) material (Vietnam) Co., Ltd. (hereinafter referred to as "Vietnam mingguan" or "grandson")
Amount of capital increase: the company will increase US $12 million to Vietnam mingguan through mingguan international with its own funds, and all the money will be invested in Vietnam mingguan Poe film project. After the completion of this capital increase, the registered capital of mingguan international and Vietnam mingguan increased to HK $15 million or vnd.
The capital increase has been deliberated and approved at the 23rd Meeting of the third board of directors of the company and does not need to be submitted to the general meeting of shareholders for deliberation.
This capital increase does not belong to the related party transactions stipulated in the Listing Rules of Shanghai Stock Exchange science and innovation board and Crown Advanced Material Co.Ltd(688560) articles of association, nor does it belong to the major asset reorganization stipulated in the administrative measures for major asset reorganization of listed companies.
Risk tip: mingguan international, the object of this capital increase, is a wholly-owned subsidiary of the company. Mingguan Vietnam is a wholly-owned subsidiary of mingguan international investment. Mingguan international and mingguan Vietnam have normal production and operation, stable business and controllable overall risk. However, the capital increase of the wholly-owned subsidiary to the subsidiary Vietnam mingguan can only be implemented after being approved or filed by the competent department of Commerce of Jiangxi Province, the national development and Reform Commission and other relevant departments. Whether it can pass the relevant approval and the time of final approval are uncertain. The company will pay close attention to the follow-up progress, and will timely perform the obligation of information disclosure in strict accordance with the requirements of relevant laws, regulations and normative documents. Please invest rationally and pay attention to investment risks.
1、 Overview of this capital increase
(I) basic information of this capital increase
Mingguan International Holdings Co., Ltd. (hereinafter referred to as "mingguan international") is a wholly-owned subsidiary of Crown Advanced Material Co.Ltd(688560) (hereinafter referred to as "the company"). Before this capital increase, Mingguan International's registered capital was HK $40 million (equivalent to US $5 million), and the investment amount received according to the approval of the national development and Reform Commission was US $3 million Crown Advanced Material Co.Ltd(688560) material (Vietnam) Co., Ltd. (hereinafter referred to as "Vietnam mingguan" or "subsidiary") is a wholly-owned subsidiary of mingguan international. Vietnam mingguan has received an investment of US $3 million.
In the early stage, the company invested US $3 million in Vietnam mingguan through mingguan international, mainly to meet the production and operation needs of Cecep Solar Energy Co.Ltd(000591) battery backplane. At present, in order to meet the needs of overseas customers for POE film, Vietnam mingguan plans to add four Poe film production lines. The original investment of US $3 million can not meet the fixed asset investment and operational working capital needs of the new film production capacity. In order to support the operation and development of Vietnam mingguan, improve its Poe film production capacity and market share, and enhance its market competitiveness, the company plans to increase the capital of Vietnam mingguan by US $12 million through Mingguan International (of which US $2 million is used to pay in the originally subscribed registered capital of mingguan international and US $10 million is used to increase the registered capital of Mingguan International), The money will be fully invested in Vietnam mingguan Poe film project. After the completion of this capital increase, the registered capital of mingguan international and Vietnam mingguan increased to HK $15 million or vnd.
(II) review
On March 10, 2022, the company held the 23rd Meeting of the third board of directors, deliberated and approved the proposal on capital increase of wholly-owned subsidiaries and subsidiaries by unanimous vote, and agreed to the capital increase of the company to mingguan international and mingguan international to Vietnam mingguan, a wholly-owned subsidiary of the company. This proposal does not need to be submitted to the general meeting of shareholders for deliberation. (III) this capital increase does not belong to the related party transactions stipulated in the Listing Rules of Shanghai Stock Exchange's science and innovation board and the Crown Advanced Material Co.Ltd(688560) articles of association, and does not belong to the major asset reorganization stipulated in the administrative measures for major asset reorganization of listed companies.
2、 Basic information of the main body of this capital increase
(I) Company Name: Mingguan International Holdings Limited
Registered address: flat 9C, Wing Cheong commercial building, 19-25 Jervois street, central, HK
Director: Yan Hongjia
Registered capital: HK $40 million
Date of establishment: February, 2018
Main business: R & D, sales and international trade of all kinds of battery backplane and aluminum-plastic film products
Equity structure before and after capital increase: before this capital increase, the company held 100% equity of Mingguan International; After this capital increase, the company still holds 100% equity of mingguan international.
The main financial data of mingguan international in the latest year and period are as follows:
Unit: 10000 yuan
Balance sheet items December 31, 2020 September 30, 2021
(audited) (Unaudited)
Total assets 134625199338
Net assets 134361198931
Income statement project 2020 January September 2021
(audited) (Unaudited)
Operating income --
Net profit -8.53 -27.35
Capital increase method: self owned funds
(II) Company Name: Crown Advanced Material Co.Ltd(688560) materials (Vietnam) Co., Ltd
Registered address: cn 07-03 plant, plot cn-07, Yunzhong Industrial Zone, Yunzhong Township, Vietnam's Hoang Province, date of establishment: April 4, 2019
Legal representative: Liu Dan
Registered capital: vnd 2.3 million (equivalent to USD 1 million)
Main business: Cecep Solar Energy Co.Ltd(000591) battery backplane, aluminum-plastic film and other new composite membrane materials production and sales business equity structure: before the capital increase, mingguan international held 100.00% equity. After the capital increase, mingguan international still held 100% equity of Vietnam mingguan.
The main financial data of Vietnam mingguan in the latest year and period are as follows:
Unit: 10000 yuan
Balance sheet items December 31, 2020 September 30, 2021
(audited) (Unaudited)
Total assets 117955318930
1790315 net assets
Income statement project 2020 January September 2021
(audited) (Unaudited)
Operating income 17.01 752.69
Net profit -283.41 164.73
Capital increase method: self owned funds
3、 Purpose of capital increase and its impact on the company
This capital increase is based on the expansion of the company's overseas business of Poe film products, which will improve the asset structure of overseas subsidiaries, increase working capital, improve the product production and marketing scale and profitability, and contribute to the steady operation and long-term development of the company's overseas business.
4、 Risk analysis of this capital increase
Mingguan international, the object of this capital increase, is a wholly-owned subsidiary of the company. Mingguan Vietnam is a wholly-owned subsidiary of mingguan international investment. Mingguan international and mingguan Vietnam have normal production and operation, stable business and controllable overall risk. However, the capital increase of the wholly-owned subsidiary to the subsidiary Vietnam mingguan can only be implemented after being approved or filed by the competent department of Commerce of Jiangxi Province, the national development and Reform Commission and other relevant departments. Whether it can pass the relevant approval and the time of final approval are uncertain. The company will pay close attention to the follow-up progress, and will timely perform the obligation of information disclosure in strict accordance with the requirements of relevant laws, regulations and normative documents. Please invest rationally and pay attention to investment risks. It is hereby announced.
Crown Advanced Material Co.Ltd(688560) board of directors March 11, 2022
