Securities code: 000711 securities abbreviation: Kingland Technology Co.Ltd(000711) Announcement No.: 2022-001 Kingland Technology Co.Ltd(000711)
Reply to the letter of concern of Shenzhen Stock Exchange
hot tip
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.
On December 28, 2021, the board of directors of Kingland Technology Co.Ltd(000711) (hereinafter referred to as the "company", "000711}" and "listed company") received the letter of concern about Kingland Technology Co.Ltd(000711) (company department concern letter [2021] No. 479) (hereinafter referred to as "concern letter") issued by the management department of listed companies of Shenzhen Stock Exchange, Concerned about the announcement on the resignation of the Secretary of the board of directors and securities affairs representative and the announcement on the loss of official seal and corporate seal (Announcement No.: 2021-150 and 2021-151 respectively) disclosed by the company. After receiving the letter of concern, the board of directors and management of the company attached great importance to the matters of concern and actively verified relevant issues. The reply has been completed as follows: question: I. the specific situation of the loss of your company's official seal and legal person seal, including but not limited to the time, place and reason of the loss, the progress of re engraving the seal so far, and the impact of the loss of the above seal on the normal operation of your company, the possible risks, and the countermeasures your company has taken and plans to take.
Reply: 1. According to the actual office needs, the company plans to change the office address, and the relocation is basically completed on December 22, 2021. At present, the company's investor hotline and fax have not been changed. After all relocation work is completed, the company will timely publish the announcement of office information change.
The company started moving on December 21, 2021. During the moving process, due to a large number of items involved and time constraints, office items were not properly placed. The next day, the company seal administrator found that the company's official seal and legal person's name seal were lost.
2. After the seal was lost, the company timely arranged the staff to handle the re engraving. At the same time, in order to prevent being illegally abused by other personnel and causing losses to the company and investors, the company has timely disclosed the situation. Up to now, the new seal has been engraved and officially opened on December 30, 2021. During this period, no documents signed in the name of the company or legal person during the loss of the seal have been found, and the loss of the seal has not caused serious impact and major risks to the production and operation of the company.
2、 Whether your company has established corresponding internal control system or mechanism and specific implementation for the management and use of important seals and licenses, and whether the relevant internal control is effectively implemented. If not, please explain the rectification measures.
Reply: the company has formulated the management system of seals and licenses. The company's seals and licenses are also managed by a special seal administrator. Considering the importance of seals and licenses, the seal administrator is directly in charge of the chairman. In the future work, the use and management of the company's seals and licenses shall strictly implement the system, and the management of the company's seals and licenses shall be more strict, so that the company's internal control can be implemented more effectively. 3、 Since this year, several directors, supervisors and senior managers of your company have resigned or changed. Please explain the specific impact of relevant matters on your company's production and operation, as well as the measures your company plans to take to ensure the stability of personnel and business.
Reply: after the resignation of directors, supervisors and senior managers, the company timely re elected the personnel of this post. The newly recruited personnel meet the requirements of laws, regulations and company management, and have corresponding qualifications and business capabilities. Therefore, the resignation and change of some personnel will not have a significant impact on the company's production and operation. In the future, the company will actively pay attention to industrial policies, focus on its main business and make every effort to promote the stable and good development of the company according to the overall strategic planning. At the same time, we will constantly improve and optimize the salary system internally to improve the enthusiasm of employees, so as to ensure the stability of the company's personnel and business.
4、 The specific arrangements and progress of the Secretary of the board of directors and securities affairs representative to be selected and employed by your company, as well as the specific measures to ensure the normal development of your company's information disclosure affairs and investor relations management during the vacancy period of the above positions.
Reply: at present, the company is actively looking for suitable candidates for secretary of the board of directors, during which the chairman will perform the duties of secretary of the board of directors on behalf of him. For the securities affairs representative, the company has selected candidates and will perform the appointment procedures in accordance with the regulations in the near future. The selection and employment of the Secretary of the board of directors will be completed in strict accordance with the requirements of laws and regulations. Before the above personnel are in place, the company's information disclosure and investor relations management shall be completed by the employees of the securities investment department under the guidance of the chairman of the board.
5、 Your company disclosed and announced in February 2021 that the controlling shareholder of your company, Beijing poplar blue sky Investment Center (limited partnership) (hereinafter referred to as "poplar blue sky") and the actual controller, Guo Shaozeng, jointly signed the strategic cooperation agreement with Xinjiang Water Conservancy Investment Holding Co., Ltd. (hereinafter referred to as "Xinjiang investment"), Poplar Lantian plans to transfer 5% of your company's shares to Xinjiang investment, and fully entrust the voting rights and other rights corresponding to the remaining 11.68% of your shares to Xinjiang investment. Xinjiang investment is interested in acquiring or increasing the equity of your company's subsidiaries. Please explain in detail the progress of the above-mentioned strategic cooperation agreement, whether your company has timely fulfilled its disclosure obligations, whether there are major obstacles and uncertainties in the subsequent signing of equity transfer agreement or capital increase agreement, and give sufficient risk tips.
Reply: up to now, the parties to the transaction are still negotiating on the details of this cooperation and the terms of the agreement, and have not fully reached an agreement. At the same time, due to the impact of epidemic control in Xinjiang and Beijing, the work has been promoted slowly. Therefore, no specific equity transfer agreement or other cooperation agreement has been signed. There has been no substantive progress in this equity transfer, and the company does not disclose it in time.
This event involves the transfer of the company's actual control right, which has a great impact and significance on all parties to the transaction. All parties to the transaction need to comprehensively consider all aspects in the negotiation process, and the negotiation result is subject to significant uncertainty. Please pay attention to the risk and invest cautiously.
It is hereby announced.
Kingland Technology Co.Ltd(000711) board of directors January 1, 2002
