Securities code: Shenzhen Guohua Network Security Technology Co.Ltd(000004) Securities abbreviation: Shenzhen Guohua Network Security Technology Co.Ltd(000004) Announcement No.: 2022004 Shenzhen Guohua Network Security Technology Co.Ltd(000004)
Announcement on signing strategic cooperation agreement by subsidiaries
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. Special tips:
1. This agreement is a strategic cooperation agreement signed by both parties to establish a cooperative relationship, which only reflects the cooperation intention of both parties. Both parties will establish a joint project team, and the specific rights and obligations will be negotiated and determined by both parties according to the actual situation of the project progress.
2. The impact of the performance of this Agreement on the company's financial status or operating performance this year depends on the progress of later projects.
3. The company has not disclosed any framework agreement or intention agreement in the last three years. 1、 Signing of the agreement
Recently, Shandong Zhong'an hengning emergency Industry Group Co., Ltd. (hereinafter referred to as "Zhong'an hengning" or "Party B"), a holding subsidiary of Shenzhen Guohua Network Security Technology Co.Ltd(000004) (hereinafter referred to as "the company"), and Zibo Branch of China United Network Communication Co., Ltd. (hereinafter referred to as "Unicom Zibo Branch" or "party a") signed the strategic cooperation agreement on information business, The two sides will integrate each other's advantages and carry out strategic cooperation in artificial intelligence industry incubation and 5g information construction. Both parties have reached a preliminary intention on the "smart medical, smart Park, safe campus, emergency industry and other projects" in Zibo City. The project is jointly developed by both parties. The estimated amount of the project is about 110 million. The validity period of this agreement is three years. 2、 Introduction to the parties
1. Basic information
Enterprise name: Zibo Branch of China United Network Communication Co., Ltd
Unified social credit Code: 91370 Academy Of Environmental Planning&Design Co.Ltd.Nanjing University(300864) 1906579
Legal representative: Mao Hailong
Registered address: No. 160, Liuquan Road, Zhangdian District, Zibo City
Business scope: operating fixed network local telephone business (including local wireless loop business), public telegraph and subscriber telegraph business, China communication facilities service business, fixed network China long-distance telephone business, fixed network international long-distance telephone business, IP telephone business (limited to phone phone phone telephone business) within Zibo 900 / 1800MHz GSM second generation digital cellular mobile communication service, WCDMA third generation digital cellular mobile communication service, LTE / fourth generation digital cellular mobile communication service (TD-LTE FDD), satellite international dedicated line service, Internet data transmission service, international data communication service and 26G Hz wireless access service; It operates 3.5G Hz wireless access service, China very small aperture terminal earth station (VSAT) communication service, fixed network China data transmission service, wireless data transmission service, user resident network service, network hosting service, online data processing and transaction processing service, China Internet virtual private network service, Internet data center service, voice mail service Fax store and forward service, x.400 e-mail service, Internet access service and information service (including fixed network telephone information service, Internet information service and mobile network information service). Operate system integration, equipment production and sales, design and construction business related to communication and information business; Technology development, technical service, technical consultation and technical training; Sales and maintenance of pagers, mobile phones and their accessories; Production and sales of Telecom cards; Customer service; House leasing; Edit, publish and distribute telephone directory; Design, produce, publish and act as an agent for all kinds of advertisements outside China (for projects that must be approved according to law, business activities can be carried out only after being approved by relevant departments, and the validity period is subject to the license).
2. The company has no affiliated relationship with China Unicom Zibo Branch, and there has been no similar transaction in the past three years. 3. Zibo Branch of China Unicom is not a good executor. 3、 Main contents of the agreement
(I) contents of strategic cooperation
1. Party A and Party B make it clear to each other that the other party is a strategic partner.
2. Using their own advantages and resources, Party A and Party B jointly carry out insight and Research on the needs of relevant industries, conduct business exploration in key fields such as emergency industry, smart manufacturing, industrial energy, smart city, medical treatment, education, artificial intelligence and Siasun Robot&Automation Co.Ltd(300024) and implement industrial support funds and institutional guarantee, give full play to the role of Artificial Intelligence Industry Research Institute, promote We will improve the construction of a docking platform between the transformation needs of new and old industrial drivers and technology R & D. 3. Party A will be committed to the strategic planning of artificial intelligence industry and 5g network operation research, and provide 5g network environment, technical consultation and integration of relevant technologies and industrial chain resources for the projects jointly carried out by both parties without violating its business principles.
4. Party A and Party B have reached a preliminary intention on the "smart medical treatment, smart Park, safe campus, emergency industry and other projects" in Zibo, which are jointly developed by both parties. The estimated project amount is about 110 million.
(II) guarantee mechanism of strategic cooperation
1. Organizational structure
In order to ensure the implementation and deployment of the strategic cooperation agreement and the implementation of resources, a company level joint project team is established through consultation by both parties to conduct docking and joint operation in the mode of project decision-making group + implementation group.
2. Routine communication
Establish a high-level meeting and cooperation progress reporting mechanism between the two sides, and regularly track and regularly report the progress of relevant cooperation. Implement the closed-loop management of the cooperation plan, formulate the annual cooperation promotion plan based on the consensus of both parties, carry out cooperation and ensure the results of cooperation.
(III) legal effect
Both parties understand and agree that this agreement only reflects the cooperation intention of both parties, and the specific rights and obligations of the joint project team shall be determined by both parties through negotiation according to the actual situation of the project progress.
This Agreement does not indicate in any way that the parties constitute any joint venture, partnership, agency or employment relationship.
(IV) intellectual property
The ownership of intellectual property rights of products and technological achievements developed by the joint project team shall be determined by both parties through consultation according to the investment proportion of specific projects.
Nothing in this Agreement shall be construed as a license and / or transfer of any intellectual property and / or ownership granted by one party to the other party, express or implied.
(V) term of cooperation
This Agreement shall come into force from the date when the legal representatives or authorized representatives of both parties sign and affix the company seal or special seal for contract, and the term of validity is three years. Either party has the right to terminate this Agreement and dissolve the joint project team by notifying the other party in writing 90 days in advance. 4、 Impact on Listed Companies
The signing of this agreement will help expand the company's smart city, emergency industry and other businesses, complement each other's advantages and share resources, and fully tap the potential of their respective advantageous fields. This agreement is a strategic cooperation agreement. The company will recognize revenue in relevant years according to the specific implementation of subsequent projects. The performance of the agreement is expected to have a positive impact on the company. This cooperation is in line with the company's development strategy and the interests of all shareholders. 5、 Risk tips
This agreement is a strategic cooperation agreement signed by both parties to establish a cooperative relationship, which only reflects the cooperation intention of both parties. Affected by relevant policy adjustments, macroeconomic, market environment changes and other factors, there is still uncertainty. The impact of the performance of the agreement on the company's financial status or business performance this year depends on the later project progress; If the two parties sign a specific project cooperation agreement later, the company will perform the review procedures and information disclosure obligations in accordance with relevant provisions.
Please make careful decisions and pay attention to investment risks. 6、 Other relevant instructions
1. As of the disclosure date of this announcement, the company has not disclosed the framework agreement or intention agreement in the last three years.
2. Changes in shareholding of shareholders holding more than 5%
Peng Ying, the shareholder holding more than 5% of the company's shares, and Zhengzhou Zhonghe Wangan Information Technology Co., Ltd., the person acting in concert, disclosed the reduction plan in August 2021, and then completed the implementation of the reduction plan in February 2022, For details, see the pre disclosure announcement on the share reduction plan of shareholders holding more than 5% and their concerted actors (Announcement No.: 2021033) disclosed by the company on August 7, 2021 and the announcement on the completion of the implementation of the share reduction plan of shareholders holding more than 5% and their concerted actors (Announcement No.: 2022003) disclosed on March 2, 2022. Beijing Beijing Centergate Technologies (Holding) Co.Ltd(000931) M & a master Fund Investment Management Center (limited partnership) - Beijing Beijing Centergate Technologies (Holding) Co.Ltd(000931) M & a master Fund Investment Center (limited partnership), the shareholder holding more than 5% of the company, disclosed the reduction plan in December 2021, and the proportion of shares reduced has reached 1% since then, For details, please refer to the pre disclosure announcement on share reduction plan of shareholders (Announcement No.: 2021064) disclosed by the company on December 2, 2021 and the announcement on share reduction of shareholders holding more than 5% to 1% disclosed on January 6, 2022 (Announcement No.: 2022001).
3. Documents for future reference
The strategic cooperation agreement on informatization business signed by Shandong Zhong'an hengning emergency Industry Group Co., Ltd. and Zibo Branch of China United Network Communication Co., Ltd.
Shenzhen Guohua Network Security Technology Co.Ltd(000004) board of directors
March 12, 2002
