Shenzhen minglida Precision Technology Co., Ltd
Notes on the evolution of share capital since the establishment of the company
Confirmation opinions of directors, supervisors and senior managers
Shenzhen minglida Precision Technology Co., Ltd. was wholly changed and established by Shenzhen minglida Precision Machinery Co., Ltd. on November 12, 2019. The company plans to make an initial public offering and be listed on the gem. The evolution of share capital since the establishment of the company is described as follows (hereinafter referred to as “the description”).
In this note, unless the context otherwise requires, the following abbreviations have the following meanings: the company, the company and the issuer refer to Shenzhen minglida Precision Technology Co., Ltd., minglida minglida Co., Ltd. and Shenzhen minglida Precision Machinery Co., Ltd., which is the predecessor of the issuer
Dalei investment refers to Shenzhen Dalei Investment Development Co., Ltd., the shareholder of the company
Saiming investment refers to Shenzhen saiming equity investment enterprise (limited partnership), the shareholder of the company
Shenzhen Venture Capital refers to Shenzhen Innovation Investment Group Co., Ltd., the shareholder of the company
Laterite investment refers to Shenzhen laterite investment intelligent equity investment fund (limited partnership), a shareholder of the company
Saiteng investment refers to Dongguan saiteng equity investment partnership (limited partnership), the shareholder of the company
Hangzhou Jianzhi refers to Haining Jianzhi equity investment partnership (limited partnership), which was later renamed “Hangzhou Jianzhi equity investment partnership (limited partnership)”, the shareholder of the company
1、 Overview of the evolution of the issuer’s share capital
The evolution process of the issuer’s share capital formation is shown in the figure below:
2、 Details of the evolution of the issuer’s share capital
(I) the situation when minglida Co., Ltd., the predecessor of the issuer, was established
Minglida Co., Ltd. was established on July 27, 2004, with a registered capital of 500000 yuan and a paid in capital of 500000 yuan. The shareholders Zhang Xianming and Tao Cheng jointly contributed in currency.
On July 21, 2004, Shenzhen Huapeng certified public accountants Co., Ltd. issued the capital verification report (hpyz [2004] No. 897). According to the above capital verification report, as of July 21, 2004, minglida Co., Ltd. (Preparatory) has received a total of 500000 yuan of registered capital paid by the shareholders Zhang Xianming and Tao Cheng. All shareholders contribute in currency, of which Zhang Xianming contributes 450000 yuan, accounting for 90%; Tao Cheng contributed 50000 yuan, accounting for 10%.
On July 27, 2004, Shenzhen Administration for Industry and Commerce issued the business license for enterprise legal person with the registration number of 4403012148947 to minglida Co., Ltd. and approved the establishment of minglida Co., Ltd.
The shareholders and their capital contributions of minglida Co., Ltd. at the time of its establishment are shown in the following table:
No. name of shareholder subscribed capital contribution (10000 yuan) paid in capital contribution (10000 yuan) contribution proportion (%)
1 Zhang Xianming 45.00 45.00 90.00
2 Tao Cheng 5.00 5.00 10.00
Total 50.00 50.00 100.00
(II) previous capital increase and equity transfer of minglida Co., Ltd
1. In August 2007, the first equity transfer and capital increase
On July 23, 2007, minglida Co., Ltd. held a shareholders’ meeting and made a resolution to approve the shareholder Zhang Xianming to transfer 50% of the equity of the company to Tao Cheng at the price of 250000 yuan.
On July 24, 2007, Zhang Xianming signed the equity transfer contract with Tao Cheng. The contract agreed that Zhang Xianming transferred 50% of the equity of minglida Co., Ltd. held by him to Tao Cheng at RMB 250000. On July 24, 2007, the notary office of Nanshan District, Shenzhen issued the “notarial certificate” (2007) Shennan Zheng Zi No. 7519) “to notarize the above equity transfer contract.
On July 28, 2007, minglida Co., Ltd. held a shareholders’ meeting and made a resolution to agree to increase the registered capital of minglida Co., Ltd. from 500000 yuan to 2 million yuan. The newly increased registered capital is 1.5 million yuan, with Shanghai Pudong Development Bank Co.Ltd(600000) yuan subscribed by shareholder Zhang Xianming and 900000 yuan subscribed by Tao Cheng.
On July 28, 2007, Tao Cheng and Zhang Xianming signed the articles of association of Shenzhen minglida Precision Machinery Co., Ltd. According to the articles of association, the registered capital of minglida Co., Ltd. is 2 million yuan, of which Zhang Xianming contributes 800000 yuan in currency, accounting for 40% of the registered capital; Tao Cheng contributed 1.2 million yuan in currency, accounting for 60% of the registered capital. The newly increased registered capital of 1.5 million yuan was fully paid on August 9, 2007.
On August 9, 2007, Shenzhen Caiyuan certified public accountants Co., Ltd. issued the capital verification report (scyyz [2007] No. 932). According to the above capital verification report, as of August 9, 2007, minglida Co., Ltd. had received a total of 1.5 million yuan of newly increased registered capital paid by Zhang Xianming and Tao Cheng, including Shanghai Pudong Development Bank Co.Ltd(600000) yuan of newly increased registered capital of Zhang Xianming and 900000 yuan of newly increased registered capital of Tao Cheng. All shareholders contributed in currency. As of August 9, 2007, the accumulated registered capital and paid in capital of minglida Co., Ltd. after the change were 2 million yuan.
On August 27, 2007, minglida Co., Ltd. completed the industrial and commercial change registration procedures for the above equity transfer and increase of registered capital.
After the equity transfer and the increase of registered capital are completed, the shareholders and capital contributions of minglida Co., Ltd. are as follows:
No. name of shareholder subscribed capital contribution (10000 yuan) paid in capital contribution (10000 yuan) contribution proportion (%)
1 Tao Cheng 120.00 120.00 60.00
Zhang Xianming 2.00
Total 200.00 200.00 100.00
2. In March 2013, the second capital increase
On March 14, 2013, minglida Co., Ltd. held a shareholders’ meeting and made a resolution, agreeing to increase the registered capital of minglida Co., Ltd. from 2 million yuan to 15 million yuan.
The newly increased registered capital was 13 million yuan, of which 7.8 million yuan was subscribed by shareholder Tao Cheng and 5.2 million yuan was subscribed by shareholder Zhang Xianming.
On March 14, 2013, Tao Cheng and Zhang Xianming, the shareholders of minglida Co., Ltd., signed the articles of association of Shenzhen minglida Precision Machinery Co., Ltd. According to the articles of association, each shareholder of Xianming Tao made a capital contribution of RMB 9 million, of which the registered capital of Xianming Tao is RMB 6 million. Shareholders shall pay the capital increase subscribed by them in full before the change of registration of the company.
On March 15, 2013, Shenzhen Bocheng Certified Public Accountants issued “shenbochengyan Zi [2013] No. 156”
Capital verification report. According to the above capital verification report, as of March 15, 2013, minglida Co., Ltd. had received a total of 13 million yuan of newly increased registered capital paid by its shareholders Tao Cheng and Zhang Xianming, of which Tao Cheng contributed 7.8 million yuan in currency; Zhang Xianming contributed 5.2 million yuan in currency. As of March 15, 2013, the cumulative paid in amount of registered capital of minglida Co., Ltd. after the change was 15 million yuan.
On March 15, 2013, minglida Co., Ltd. completed the industrial and commercial change registration procedures for the above-mentioned increase in registered capital.
After the capital increase, the shareholders and capital contributions of minglida Co., Ltd. are as follows:
No. name of shareholder subscribed capital contribution (10000 yuan) paid in capital contribution (10000 yuan) contribution proportion (%)
1 Tao Cheng 900.00 900.00 60.00
2 pieces of Xianming 600.00 600.00 40.00
Total 150 Yihua Healthcare Co.Ltd(000150) 000 100.00
3. In April 2013, the third capital increase
On April 2, 2013, minglida Co., Ltd. held a shareholders’ meeting and made a resolution to increase the registered capital of minglida Co., Ltd. from 15 million yuan to 28 million yuan. The newly increased registered capital was 13 million yuan, of which Tao Cheng, the shareholder, subscribed 7.8 million yuan and Zhang Xianming, the shareholder, subscribed 5.2 million yuan.
On April 2, 2013, Tao Cheng and Zhang Xianming signed the amendment to the articles of association of Shenzhen minglida Precision Machinery Co., Ltd. According to the above amendment, the registered capital of minglida Co., Ltd. is 28 million yuan, of which Tao Cheng contributed 16.8 million yuan and Zhang Xianming contributed 11.2 million yuan. Each shareholder shall pay the capital contribution in full before the change registration.
On April 2, 2013, Shenzhen Bocheng Certified Public Accountants issued the capital verification report of “shenbochengyan Zi [2013] No. 197”. According to the above capital verification report, as of April 2, 2013, minglida Co., Ltd. had received a total contribution of 13 million yuan from shareholders, including 7.8 million yuan from Tao Cheng and 5.2 million yuan from Zhang Xianming. All shareholders contributed in currency. As of April 2, 2013, the cumulative registered capital of minglida Co., Ltd. after change was 28 million yuan.
On April 2, 2013, minglida Co., Ltd. completed the industrial and commercial change registration procedures for the above-mentioned increase in registered capital.
After the capital increase, the shareholders and capital contributions of minglida Co., Ltd. are as follows:
No. name of shareholder subscribed capital contribution (10000 yuan) paid in capital contribution (10000 yuan) contribution proportion (%)
1 Tao Cheng 168000168000 60.00
2 Zhang Xianming 112000112000 40.00
Total 28 China National Accord Medicines Corporation Ltd(000028) 0000 100.00
4. In July 2014, the second equity transfer
On June 11, 2014, minglida Co., Ltd. held a shareholders’ meeting and made a resolution to agree that the shareholder Zhang Xianming transferred 25% of the equity of minglida Co., Ltd. held by him to Tao Cheng.
According to the equity transfer agreement signed by Zhang Xianming and Tao Cheng and the supplementary agreement, Zhang Xianming agreed to transfer 25% of the equity of minglida Co., Ltd. held by him to Tao Cheng at a transfer price of 7 million yuan.
On June 11, 2014, Tao Cheng and Zhang Xianming, the shareholders of minglida Co., Ltd., signed the amendment to the articles of association of Shenzhen minglida Precision Machinery Co., Ltd. According to the above amendment, the registered capital of minglida Co., Ltd. is 28 million yuan, of which Tao Cheng contributed 23.8 million yuan and Zhang Xianming contributed 4.2 million yuan.
On July 18, 2014, minglida Co., Ltd. completed the industrial and commercial change registration procedures for the above equity transfer.
After the equity transfer, the shareholders and capital contributions of minglida Co., Ltd. are as follows:
No. name of shareholder subscribed capital contribution (10000 yuan) paid in capital contribution (10000 yuan) contribution proportion (%)
1 Tao Cheng 2380 Nanjing Sciyon Wisdom Technology Group Co.Ltd(002380) 00 85.00
2 Zhang Xianming 420.00 420.00 15.00
Total 28 China National Accord Medicines Corporation Ltd(000028) 0000 100.00
5. In November 2014, the third equity transfer
On October 29, 2014, minglida Co., Ltd. held a shareholders’ meeting and made a resolution to approve the shareholder Tao Cheng to hold it
