Securities code: 300861 securities abbreviation: Yangling Metron New Material Co.Ltd(300861) Announcement No.: 2022-001 Yangling Metron New Material Co.Ltd(300861)
Announcement on foreign investment and establishment of holding 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.
1、 Overview of foreign investment
In order to meet the needs of future strategic development, enhance the company's competitive advantage and promote the improvement of product quality and technological progress in the industrial chain, Yangling Metron New Material Co.Ltd(300861) (hereinafter referred to as "the company" or " Yangling Metron New Material Co.Ltd(300861) ") plans to integrate industrial resources by establishing subsidiaries through joint venture, Shaanxi Meichang diamond material technology Co., Ltd. (hereinafter referred to as "Meichang diamond technology") is established with its own funds. The registered capital of Meichang diamond technology is 20 million yuan, of which Yangling Metron New Material Co.Ltd(300861) contributes 14.4 million yuan with its own funds, accounting for 72% of the registered capital of Meichang diamond technology. After the completion of this investment, Meichang diamond technology will become a holding subsidiary of Yangling Metron New Material Co.Ltd(300861) .
According to the Shenzhen Stock Exchange GEM Listing Rules and other laws and regulations and the articles of association, this foreign investment does not need to be submitted to the board of directors and the general meeting of shareholders for deliberation. This transaction does not involve related party transactions and does not constitute a major asset reorganization as stipulated in the administrative measures for major asset reorganization of listed companies. Recently, Meichang diamond technology has completed the registration procedures for the establishment of the company and obtained the business license issued by the market supervision and Administration Bureau of Yangling Demonstration Zone.
2、 Basic information of Meichang Diamond Technology
Company name: Shaanxi Meichang diamond material technology Co., Ltd
Legal representative: Wu Ying
Registered capital: 20 million yuan
Unified social credit Code: 91610403ma7fqc5u5d
Enterprise type: other limited liability companies
Term of operation: long term
Registered address: No. 864, room 227, second floor, free trade office, No. 9, Youtai Road, Yangling Demonstration Zone, Shaanxi Province
Business scope: general items: graphite and carbon products manufacturing; Sales of graphite and carbon products; Manufacturing of metal materials; Sales of metal materials; Manufacturing of non-metallic mineral products; Sales of non-metallic minerals and products; Research and development of mechanical equipment; Sales of mechanical equipment; Import and export of goods; Technology import and export; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; China Trade Agency (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments).
The equity structure of Meichang diamond technology is as follows:
Serial number name / name subscribed capital contribution proportion contribution method contribution period
(10000 yuan) (%)
1 Yangling Metron New Material Co.Ltd(300861) 1440.0072.00 currency
2 Liu Chengyuan 440.0022.00 currency June 2022
3 Jiang Yixin 100.005.00 currency before the 24th
4 sun Mingchen 20.001.00 coins
Total 2000.00100.00--
3、 Basic information of counterparty
Serial number name gender nationality whether obtained overseas is dishonest
Permanent residence executee
1 Liu Chengyuan, male, China no
2 Jiang Yixin, female, China no
3 sun Mingchen, male, China no
The above counterparties are not related to the controlling shareholders and actual controllers of the company, shareholders holding more than 5%, directors, supervisors and senior managers of the company.
4、 Purpose of foreign investment, existing risks and impact on the company
1. Investment purpose
Based on the needs of strategic planning and business development, the company invested and established Meichang diamond technology, which aims to strengthen the R & D capacity and quality management of important raw materials, integrate industrial resources, and guide the industrial chain to pay attention to quality and technological progress without changing the existing supply chain. After Meichang diamond technology is put into operation, it will further extend the company's technology research and development to the raw material end, promote the company's sustainable development and consolidate the company's competitive advantage in the industry. 2. Existing risks
(1) As a newly established company, Meichang diamond technology may face the influence of macroeconomic, industrial policies, market changes and other factors in the business process. There is certain uncertainty in the future operation and investment income.
(2) After the establishment of Meichang diamond technology, there may be risks in company management, resource allocation and cost control. The company will strengthen internal control, establish an effective assessment and incentive mechanism, and actively prevent and respond to relevant risks.
3. Impact on the company
Diamond powder is the main cutting material in electroplated diamond wire. Its particle size, distribution width, particle size composition eccentricity, particle shape, metallization and other factors will directly affect the electroplating process and the quality of wire saw products. After Meichang diamond technology is put into operation, it will be conducive to the company's in-depth research and development of diamond powder as an important raw material, help improve the product quality of electroplated diamond line, and can quickly cooperate with the development of new products. It will take some time for Meichang diamond technology to be put into operation, and it will not have a substantial impact on the company's operation in the short term.
The investment capital of Meichang diamond technology comes from the company's own funds, which does not damage the interests of the company and all shareholders, and is not expected to have a significant adverse impact on the company's future financial status and operating results. 5、 Documents for future reference
1. Articles of association of Shaanxi Meichang diamond material technology Co., Ltd
2. Business license of Shaanxi Meichang diamond material technology Co., Ltd
It is hereby announced.
Yangling Metron New Material Co.Ltd(300861) board of directors January 3, 2022
