Securities code: 000801 securities abbreviation: Sichuan Jiuzhou Electronic Co.Ltd(000801) Announcement No.: 2022010
Sichuan Jiuzhou Electronic Co.Ltd(000801)
Announcement on liquidation and cancellation of wholly owned subsidiaries and joint stock companies 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.
In order to further sort out the positioning and business relationship of the subsidiaries of the company's holding subsidiary Chengdu Jiuzhou Difei Technology Co., Ltd. (hereinafter referred to as "Jiuzhou Difei"), it was deliberated and adopted at the fourth meeting of the 12th board of directors in 2021 on December 31, 2021, It is agreed to liquidate and cancel Chengdu zhongweixin Technology Co., Ltd. (hereinafter referred to as "Chengdu zhongweixin"), a wholly-owned subsidiary of Jiuzhou Difei, and Chengdu Jiuzhou Huazheng Technology Co., Ltd. (hereinafter referred to as "Huazheng technology").
According to the articles of association and other relevant provisions, the liquidation cancellation is within the approval authority of the board of directors and does not need to be submitted to the general meeting of shareholders for deliberation. The liquidation and cancellation does not involve related party transactions, nor does it constitute a major asset reorganization.
1、 Cancellation of the company
(i) Chengdu zhongweixin Technology Co., Ltd
1. Basic information
Registered address: No. 12, 13, 14 and 15, floor 8, building 2, No. 1366, middle section of Tianfu Avenue, high tech Zone, Chengdu
Date of establishment: June 18, 2007
Registered capital: 6 million yuan
Company type: limited liability company (sole proprietorship of legal person invested or controlled by natural person)
Business scope: mainly engaged in the development and sales of electronic components and communication equipment (excluding wireless radio and television transmitting equipment and satellite ground receiving equipment); Development of computer software and hardware and sales of auxiliary equipment, and provide technology transfer, technical consultation, technical services and other services.
The shareholding structure of the company is: Jiuzhou Difei holds 100%.
2. Financial situation
As of December 31, 2020 (audited): the total assets are 31.1913 million yuan, the liabilities are 21.0235 million yuan, and the net assets are 10.1678 million yuan. From January to December 2020, the operating income is 28.9919 million yuan and the net profit is 465400 yuan.
As of September 30, 2021 (Unaudited): the total assets are 30.6619 million yuan, the liabilities are 20.2133 million yuan, and the net assets are 10.4486 million yuan. From January to September 2021, the operating income is 14.5376 million yuan and the net profit is 280800 yuan.
（2） Chengdu Jiuzhou Huazheng Technology Co., Ltd
1. Basic information
Registered address: No. 16, floor 8, building 2, No. 1366, middle section of Tianfu Avenue, Chengdu high tech Zone, China (Sichuan) pilot Free Trade Zone
Date of establishment: December 27, 2016
Registered capital: RMB 11 million
Company type: other limited liability companies
Business scope: mainly engaged in software development and sales: development and sales of electronic components, electronic equipment, communication equipment (excluding wireless radio and television transmission and satellite ground receiving equipment), security products (except those specially stipulated by the state), etc.
The shareholding structure of the company is: Chengdu Xintong Micro Power Technology Co., Ltd. holds 75% and Jiuzhou Difei holds 25%.
2. Financial situation
As of December 31, 2020 (audited): the total assets are 2512900 yuan, the liabilities are 2045400 yuan, and the net assets are 467500 yuan. From January to December 2020, the operating income is 1947200 yuan and the net profit is -927500 yuan.
As of September 30, 2021 (Unaudited): the total assets are 2.9352 million yuan, the liabilities are 1.3569 million yuan, and the net assets are 1.5783 million yuan. From January to September 2021, the operating income is 2.9037 million yuan and the net profit is 1.1697 million yuan.
2、 Reason for cancellation
Based on the overall business planning and strategic layout of the company, in order to further integrate and optimize the company's resource allocation and management structure, reduce management costs and improve the overall operation efficiency, the board of directors of the company, after careful research, decided to cancel Chengdu zhongweixin and Huazheng technology. At the same time, the board of directors authorized the management of the company to handle relevant liquidation and cancellation matters according to law.
3、 Impact on the company
Jiuzhou Difei's liquidation and cancellation of its wholly-owned subsidiaries and joint-stock companies is mainly to sort out the positioning and business of Jiuzhou Difei's subsidiaries, which is conducive to improving the operation efficiency of the company. After the cancellation of Chengdu zhongweixin, it will no longer be included in the scope of consolidated statements. This liquidation and cancellation is conducive to optimizing the business structure of the company, reducing operational risks, and will not have a significant impact on the company's sustainable operation ability, future financial status and operating results.
4、 Opinions of independent directors
The liquidation cancelled Chengdu zhongweixin and Huazheng technology, sorted out the business structure and asset structure in time, which is conducive to the company's effective control of operational risks, reducing operating costs and further optimizing the corporate governance structure; The approval procedures for the liquidation and cancellation comply with relevant regulations, and there is no damage to the interests of the company and shareholders.
5、 Documents for future reference
1. Resolution of the fourth meeting of the 12th board of directors in 2021
2. Opinions of independent directors
It is hereby announced.
Sichuan Jiuzhou Electronic Co.Ltd(000801) board of directors January 4, 2002
