Securities code: Shanghai Yaoji Technology Co.Ltd(002605) securities abbreviation: Shanghai Yaoji Technology Co.Ltd(002605) Announcement No.: 2022011 Shanghai Yaoji Technology Co.Ltd(002605)
Announcement of resolutions of the 29th meeting of the 5th board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Shanghai Yaoji Technology Co.Ltd(002605) (hereinafter referred to as “the company”) the 29th meeting of the Fifth Board of supervisors was notified by telephone and e-mail on March 11, 2022, and held by means of communication voting on March 16, 2022. The meeting should be attended by 3 supervisors and actually attended by 3 supervisors. The meeting was presided over by Ms. Wang Qinfang, chairman of the board of supervisors. The convening and voting procedures of the meeting comply with the relevant provisions of the company law of the people’s Republic of China and the articles of association. The following proposals were considered and passed by all supervisors:
1、 The proposal on adjusting the company’s plan for public issuance of convertible corporate bonds was deliberated and passed one by one
1. The issuance scale was reviewed and adopted, with 3 affirmative votes, 0 negative votes and 0 abstention.
Before adjustment: the total amount of funds to be raised from this public offering of convertible bonds is no more than RMB 823127300 (including RMB 823127300), and the total number of convertible bonds issued this time is no more than 823127300. After adjustment: the total amount of funds to be raised from this public offering of convertible bonds is no more than RMB 583127300 (including RMB 583127300), and the total number of convertible bonds issued this time is no more than 583127300. 2. The purpose of the raised funds was reviewed and approved, with 3 votes in favor, 0 against and 0 abstention. Before adjustment: the total amount of funds raised from this issuance of convertible bonds does not exceed 823127300 yuan (including 823127300 yuan). After deducting the issuance expenses, the funds raised will be invested in the following projects:
Unit: 10000 yuan
No. project name project investment amount proposed investment amount of raised funds
1. Construction project of production base with an annual output of 600 million sets of playing cards 58312735831273
2. Supplementary working capital project 24 China Vanke Co.Ltd(000002) 400000
Total 8231273
After adjustment: the total amount of funds raised from this issuance of convertible bonds does not exceed 583127300 yuan (including 583127300 yuan). After deducting the issuance expenses, the raised funds will be invested in the following projects:
Unit: 10000 yuan
No. project name project investment amount proposed investment amount of raised funds
1. Construction project of production base with an annual output of 600 million sets of playing cards 58312735831273
No. project name project investment amount proposed investment amount of raised funds
Total 5831273
Upon examination, the board of supervisors believes that the company’s plan to adjust the public issuance of convertible corporate bonds complies with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance of listed companies and other laws, regulations and normative documents, In combination with the actual situation of the company, it is agreed to adjust the scheme of public issuance of convertible corporate bonds.
According to the authorization of the fifth extraordinary general meeting of shareholders in 2021, the proposal does not need to be submitted to the general meeting of shareholders for deliberation. The plan for this public offering of convertible corporate bonds can be implemented only after being approved by the CSRC, and the final plan approved by the CSRC shall prevail. For details, please refer to China Securities News, Shanghai Securities News, securities times and http://www.cn.info.com.cn Announcement on adjusting the plan for public issuance of convertible corporate bonds and the revision instructions of a series of documents disclosed on the same day. 2、 The proposal on Shanghai Yaoji Technology Co.Ltd(002605) 2021 plan for public issuance of convertible corporate bonds (Revised Version) was deliberated and adopted, with 3 votes in favor, 0 against and 0 abstention.
Upon examination, the board of supervisors held that in order to promote the public issuance of convertible bonds, the contents of the plan for public issuance of convertible corporate bonds in Shanghai Yaoji Technology Co.Ltd(002605) 2021 (Revised Draft) prepared by the company were true and accurate, and the plan (Revised Draft) fulfilled the review procedures required by laws and regulations.
According to the authorization of the fifth extraordinary general meeting of shareholders in 2021, the proposal does not need to be submitted to the general meeting of shareholders for deliberation. See http://www.cn.info.com.cn for details The plan for public issuance of convertible corporate bonds in Shanghai Yaoji Technology Co.Ltd(002605) 2021 (Revised Version) disclosed on the same day. 3、 The proposal on Shanghai Yaoji Technology Co.Ltd(002605) 2021 feasibility analysis report on the use of funds raised by public issuance of convertible corporate bonds (Revised Version) was considered and adopted, with 3 votes in favor, 0 against and 0 abstention.
After review, the board of supervisors believes that after adjusting the issuance plan, the funds raised by the company’s public issuance of convertible bonds are invested in the field of poker capacity improvement, which is in line with the national industrial policy and the company’s strategic development plan, and will further expand the company’s business scale, enhance the company’s core competitiveness, and meet the company’s long-term development needs and shareholders’ interests. The feasibility analysis report (Revised Version) of the company has fulfilled the review procedures required by laws and regulations.
According to the authorization of the fifth extraordinary general meeting of shareholders in 2021, the proposal does not need to be submitted to the general meeting of shareholders for deliberation. See http://www.cn.info.com.cn for details Feasibility analysis report on the use of funds raised by public issuance of convertible corporate bonds in Shanghai Yaoji Technology Co.Ltd(002605) 2021 (Revised Version) disclosed on the same day.
4、 The proposal on the impact of public issuance of convertible corporate bonds on diluting the immediate return and the measures taken by the company (Revised Draft) was deliberated and adopted, with 3 votes in favor, 0 against and 0 abstention.
Upon review, the board of supervisors believes that the company has analyzed the impact of the diluted immediate return of the adjusted issuance scheme on the main financial indicators and put forward specific measures to fill the return, which is in line with the provisions of relevant laws and regulations and protects the interests of the majority of investors.
According to the authorization of the fifth extraordinary general meeting of shareholders in 2021, the proposal does not need to be submitted to the general meeting of shareholders for deliberation. For details, please refer to the company’s website (www.cn. Info. Com. CN.) And the announcement on the impact of public issuance of convertible corporate bonds on diluted immediate return and filling measures and commitments of relevant subjects (Revised Draft) disclosed by the company’s designated information disclosure media securities times, China Securities News and Shanghai Securities News on the same day.
5、 The proposal on wholly-owned subsidiaries applying for comprehensive credit line and providing guarantee to banks was deliberated and adopted, with 3 affirmative votes, 0 negative votes and 0 abstention votes.
Upon review, the board of supervisors believes that the deliberation procedures of the company’s matters related to this guarantee comply with the provisions of the company law, the articles of association and other relevant laws and regulations. The guaranteed is a wholly-owned subsidiary of the company. The guarantee is to meet the needs of the normal operation of the wholly-owned subsidiary and is conducive to the operation and development of the subsidiary. The relevant guarantee matters do not damage the rights and interests of the company and shareholders.
For details, please refer to the company’s website (www.cn. Info. Com. CN.) And the announcement on wholly-owned subsidiaries applying for comprehensive credit line and providing guarantee to banks disclosed on the same day by the information disclosure media designated by the company, securities times, China Securities News and Shanghai Securities News.
6、 Documents for future reference
1. Resolutions of the 29th meeting of the 5th board of supervisors of the company; It is hereby announced.
Shanghai Yaoji Technology Co.Ltd(002605) board of supervisors March 16, 2022
