Securities code: 688228 securities abbreviation: Ucap Cloud Information Technology Co.Ltd(688228) Announcement No.: 2022-003 Ucap Cloud Information Technology Co.Ltd(688228)
Announcement on using idle self owned funds to purchase financial products
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of the announcement, and bear legal liabilities for the authenticity, accuracy and completeness of the contents according to law. Ucap Cloud Information Technology Co.Ltd(688228) (hereinafter referred to as “the company”) held the 17th interim meeting of the second board of directors on December 30, 2021, and considered and adopted the proposal on using idle self owned funds to purchase financial products. On the premise of not affecting the normal development of the company’s main business and ensuring the company’s operating capital demand, it is agreed that the company and its holding subsidiaries use idle self owned funds of no more than RMB 600 million to purchase financial products within 12 months from the date of deliberation and approval by the board of directors (the product term shall not exceed 12 months, and the risk level is cautious and stable). The board of directors authorizes the chairman of the board of directors to decide the financial matters within the above amount and time limit of purchasing financial products, sign or authorize the financial person in charge to sign various legal documents related to purchasing financial products and go through relevant procedures. The independent directors have expressed their independent opinions with explicit consent. This matter falls within the decision-making authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders of the company for deliberation. The relevant information is hereby announced as follows: I. overview of using idle self owned funds to purchase financial products
(i) Purpose of investment products
On the premise of not affecting the normal development of the company’s main business and ensuring the company’s operating capital demand, improve the use efficiency of idle self owned funds, make rational use of self owned funds, increase the company’s investment income and obtain more returns for the company and shareholders.
(2) Varieties of investment products
The company and its holding subsidiaries intend to use idle self owned funds to purchase financial products (the product term shall not exceed 12 months, and the risk level is cautious and stable). The investment varieties are financial products of financial institutions such as banks, trust companies and securities companies. The company does not directly invest in domestic and foreign stocks, securities investment funds and other securities and their derivatives.
(3) Amount of investment products
The company and its holding subsidiaries intend to use an investment amount of no more than 600 million yuan, and the funds can be invested in a rolling manner, that is, the total principal amount of undue investment products held at any point in the investment period shall not exceed 600 million yuan. (4) Authorization period
Within 12 months from the date of deliberation and approval of the 17th interim meeting of the second board of directors of the company.
(5) Implementation mode
After being deliberated and approved by the board of directors of the company, the chairman of the board of directors is authorized to decide the financial matters within the above quota and time limit for purchasing financial products, sign or authorize the person in charge of finance to sign various legal documents related to purchasing financial products and go through relevant procedures.
(6) Information disclosure
The company will timely perform the obligation of information disclosure in accordance with the requirements of the company law, the securities law, the Listing Rules of science and Innovation Board of Shanghai Stock Exchange and other relevant rules.
(7) Association description
The trustee of the company and its holding subsidiaries to purchase financial products is a bank or other legal financial institution, which has no affiliated relationship with the company.
2、 Investment risk and risk control measures
(i) Investment risk
The financial products purchased with its own funds this time are low-risk financial products with a product term of no more than 12 months and a risk level of cautious and stable, but the financial market is greatly affected by the macro-economy. The company will timely and appropriately intervene according to the economic situation and changes in the financial market, but it does not rule out that the investment is affected by market fluctuations.
(2) Risk control measures
1. In accordance with the requirements of relevant laws and regulations, the company has established and improved the special system of fund management, standardized the approval and implementation procedures of investment and financial products, and ensured the effective development and standardized operation of investment and financial products.
2. The company will timely analyze and track the investment direction of financial products and project progress. Once adverse factors are found or judged, corresponding preservation measures must be taken in time to control investment risks.
3. The financial department of the company shall establish account management, establish and improve complete accounting accounts for the use of funds, and do a good job in the accounting of the use of funds.
4. The internal audit department of the company is responsible for reviewing the approval, actual operation, capital use and profit and loss of investment in financial products, urging the financial department to timely carry out accounting treatment and verify the accounting treatment.
5. Independent directors and the board of supervisors have the right to supervise and inspect the use of funds, and may hire professional institutions to audit when necessary.
3、 Impact on daily production and operation of the company
Based on the principles of standardized operation, risk prevention, prudent investment, value preservation and appreciation, the company and its holding subsidiaries used idle self owned funds to purchase financial products on the premise of ensuring daily operation, which did not affect the normal production and operation of the company and its holding subsidiaries. The company and its holding subsidiaries use idle self owned funds to purchase financial products, which can improve the use efficiency of idle self owned funds, increase the company’s investment income and obtain more returns for the company and shareholders.
4、 Review procedures to be performed for purchasing financial products with idle self owned funds
On December 30, 2021, the company held the 17th interim meeting of the second board of directors, deliberated and adopted the proposal on using idle self owned funds to purchase financial products, It is agreed that the company and its holding subsidiaries shall use idle self owned funds of no more than RMB 600 million to purchase financial products within 12 months from the date of deliberation and approval by the board of directors (the product term shall not exceed 12 months, and the risk level is cautious and stable). This matter falls within the decision-making authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders for deliberation.
5、 Description of special opinions
(i) Opinions of independent directors
The independent directors of the company believe that the source of funds for the purchase of financial products is the company’s idle own funds. On the premise of complying with national laws and regulations and ensuring investment safety, the purchase of financial products is conducive to improving the use efficiency of funds, obtaining certain investment income, and does not affect the company’s daily operation capital demand and the normal development of the company’s main business. Using idle self owned funds to purchase financial products is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. To sum up, we agree that the company will use no more than 600 million yuan of idle self owned funds to purchase financial products.
6、 Online announcement attachment
(i) Independent opinions of Ucap Cloud Information Technology Co.Ltd(688228) independent directors on matters related to the 17th extraordinary meeting of the second board of directors.
It is hereby announced.
Ucap Cloud Information Technology Co.Ltd(688228) board of directors January 4, 2022