Securities code: 300577 securities abbreviation: Anhui Korrun Co.Ltd(300577) Announcement No.: 2021-149 bond Code: 123039 bond abbreviation: kairun convertible bond
On the transfer of equity of joint stock companies by wholly-owned subsidiaries
And sign the announcement of the equity transfer agreement
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、 Transaction overview
On December 31, 2021, Anhui Korrun Co.Ltd(300577) (hereinafter referred to as “the company”) held the 31st meeting of the third board of directors, deliberated and approved the “on the transfer of equity of participating companies by wholly-owned subsidiaries” and signed
<股权转让协议>
The company’s wholly-owned subsidiary Ningbo Purun investment partnership (limited partnership) (hereinafter referred to as “Ningbo Purun” and “Transferor”) intends to sign the equity transfer agreement with the relevant transferee respectively, Transfer the registered capital of Zhejiang Lingdi Digital Technology Co., Ltd. (hereinafter referred to as “Zhejiang Lingdi” and “target company”) of 27116200 yuan (fully paid in capital) to Hubei Lenovo Changjiang science and technology industry fund partnership (limited partnership) (hereinafter referred to as “Lenovo Changjiang science and Technology Fund”); Transfer the registered capital of the subject company of RMB 22883800 (fully paid in capital contribution) to Shenzhen CDH Xinjia equity investment fund partnership (limited partnership) (hereinafter referred to as “Shenzhen CDH”) and Shanghai CDH Yinding investment partnership (limited partnership) (hereinafter referred to as “Shanghai CDH”) with RMB 13291676, of which, Shenzhen CDH and Shanghai CDH respectively transferred the registered capital of the subject company held by Ningbo Purun of RMB 114419 with RMB 6645838.
The above transaction is expected to generate a profit of RMB 23.13 million (before tax), which will exceed 10% but not more than 50% of the audited net profit of the company in the latest fiscal year. According to the regulations of Shenzhen Stock Exchange GEM Listing Rules, articles of association and other relevant documents, this transaction does not need to be submitted to the general meeting of shareholders of the company for deliberation after being deliberated and approved by the board of directors. This transaction does not constitute a connected transaction, nor does it constitute a major asset reorganization as stipulated in the administrative measures for major asset reorganization of listed companies.
2、 Basic information of counterparty
(i) One of the counterparties
1. Name: Hubei Lenovo Changjiang science and technology industry fund partnership (limited partnership)
2. Unified social credit Code: 91420100ma4kykx45j
3. Nature: limited partnership
4. Registered address: overseas people of future science and Technology City, No. 999, Gaoxin Avenue, East Lake New Technology Development Zone, Wuhan
Room 149, 18th floor, block a, Caicai building
5. Date of establishment: May 16, 2018
6. Executive partner: Hubei Changjiang confidant Xingyuan Investment Management Center (limited partnership)
7. Scope of business: engaging in non Securities equity investment activities and related consulting services (excluding China)
Projects restricted and prohibited by national laws and regulations and decisions of the State Council; It is not allowed to publicly offer and issue funds in any way
Gold; It shall not engage in absorbing public deposits or absorbing public deposits in a disguised form, and shall not engage in financial businesses such as issuing loans).
(for projects subject to examination and approval according to law, business activities can be carried out only after examination and approval by relevant departments)
8. Major shareholders:
No. contribution amount of shareholders (10000 yuan) contribution proportion (%)
1 Lenovo Zhiyuan (Tianjin) Technology Co., Ltd. 15000050
2 Hubei Yangtze River economic belt industry guidance fund partnership (limited partnership) 11700039
3 Wuhan Optics Valley Industrial Investment Co., Ltd. 3000010
4 Hubei Changjiang confidant Xingyuan Investment Management Center (limited partnership) 30001
9. Lenovo Changjiang Technology Fund and the company and its top ten shareholders, directors, supervisors and senior managers in property rights, business and capital
Property, creditor’s rights and debts, personnel and other aspects that may or have caused the listed company to
Other relationships in which their interests are tilted.
10. Upon inquiry, Lenovo Changjiang Technology Fund does not belong to the dishonest executee.
（2） Counterparty 2
1. Name: Shenzhen CDH Xinjia equity investment fund partnership (limited partnership)
2. Unified social credit Code: 91440300ma5fq9bkxx
3. Nature: limited partnership
4. Registered address: Haitian, building C, excellence Times Square, n23, Haiwang community, Xin’an street, Bao’an District, Shenzhen
2103b, No. 15-3 Road
5. Date of establishment: July 30, 2019
6. Executive partner: Shenzhen CDH Huashu Equity Investment Management Co., Ltd
7. Business scope: general business items are: entrusted asset management, investment management (not engaged in trust
Financial asset management, securities asset management and other restricted items); Equity investment and entrusted management of equity investment funds (shall not engage in securities investment activities; shall not raise funds in public to carry out investment activities; shall not engage in publicly raised fund management business) (if approval is required according to laws, administrative regulations, decisions of the State Council, etc., it can be operated only after obtaining relevant approval documents according to law).
8. Major shareholders:
No. contribution amount of shareholders (10000 yuan) contribution proportion (%)
1 Shenzhen guide Fund Investment Co., Ltd. 4800012.8405
2 Jiaxing Ruiyu equity investment partnership (limited partnership) 300008.0253
3 China foreign economic relations and Trade Trust Co., Ltd. 218505.8451
4 Nanjing Weixin Real Estate Development Co., Ltd. 200005.3502
5 Shenwan Hongyuan Group Co.Ltd(000166) 200005.3502
6 Sino British Life Insurance Co., Ltd. 200005.3502
7 Zhejiang Industrial Fund Co., Ltd. 200005.3502
8 HengAn Standard Life Insurance Co., Ltd. 200005.3502
9. PLoS Jianfa (Xiamen) equity investment fund partnership (200005.3502 partnership)
Minmetals International Trust Co., Ltd. 199175.328
11 Wuhu industrial investment fund Co., Ltd. 150004.0127
12 Fosun Prudential Life Insurance Co., Ltd. 130003.4776
13 Peking University Education Foundation 100002.6751
14 Chengdu Kanghong technology industry (Group) Co., Ltd. 100002.6751
15 China Life Insurance Company Limited(601628) reinsurance Co., Ltd. 100002.6751
16 Caixin Jixiang Life Insurance Co., Ltd. 100002.6751
17 Shanghai Science and technology innovation center phase I equity investment fund partnership (with 100002.6751 limited partnership)
18 Qingdao marine new kinetic energy industry investment fund (limited partnership) 100002.6751
19 Shanghai Yunfeng enterprise management consulting center 70001.8726
20 Fujian Panpan Investment Co., Ltd. 50001.3376
21 Boshi Capital Management Co., Ltd. 50001.3376
22. Hiseas Mingsheng (Suzhou) equity investment partnership (limited partnership) 50001.3376
23 Tianjin CDH Xinjia equity investment partnership (limited partnership) 50001.3376
24 Tianjin TAIDING Investment Co., Ltd. 41501.1102
25 Ningbo Jinhui Investment Management Co., Ltd. 40001.07
26 Jiangsu liwenjia Chemical Co., Ltd. 40001.07
27 Hangzhou Hengfei investment partnership (limited partnership) 39001.0433
28 Shenzhen CDH Huashu Equity Investment Management Co., Ltd. 30000.8025
9. Shenzhen CDH has no relationship with the company, its top ten shareholders and Dong Jiangao in terms of property rights, business, assets, creditor’s rights, debts and personnel, as well as other relationships that may or have caused the listed company to tilt its interests.
10. Upon inquiry, Shenzhen CDH is not a dishonest executee.
（3） Counterparty 3
1. Name: Shanghai CDH Yinding investment partnership (limited partnership)
2. Unified social credit Code: 91310101ma1fpl3k9j
3. Nature: limited partnership
4. Registered address: room A21, 6 / F, district H (East Block), No. 666, East Beijing Road, Huangpu District, Shanghai
5. Date of establishment: February 8, 2021
6. Executive partner: Shanghai CDH Baifu Investment Management Co., Ltd
7. Business scope: general items: venture capital (limited to investment in unlisted enterprises); Investment management and investment consulting (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license).
8. Major shareholders:
No. contribution amount of shareholders (10000 yuan) contribution proportion (%)
1 Li yueben 299999.9667
2 Shanghai CDH Baifu Investment Management Co., Ltd. 10.0333
9. Shanghai CDH has no relationship with the company, its top ten shareholders and Dong Jiangao in terms of property rights, business, assets, creditor’s rights, debts and personnel, as well as other relationships that may or have caused the listed company to tilt its interests.
10. Upon inquiry, Shanghai CDH is not a dishonest executee.
3、 Basic information of transaction object
(i) Overview of the subject matter of the transaction
1. Name: Zhejiang Lingdi Digital Technology Co., Ltd
2. Unified social credit Code: 91310112ma1gb0kd74
3. Nature: limited liability company
4. Registered address: room 1958, No. 639 Qianjiang Road, Shangcheng District, Hangzhou, Zhejiang
5. Legal representative: Liu Chen
6. Registered capital: People’s Bank of China
