: temporary announcement: 2022021
Stock Code: Yantai Tayho Advanced Materials Co.Ltd(002254) stock abbreviation: Yantai Tayho Advanced Materials Co.Ltd(002254) Announcement No.: 2022021
Yantai Tayho Advanced Materials Co.Ltd(002254)
Announcement on the establishment of Yantai Yantai Tayho Advanced Materials Co.Ltd(002254) polymer New Material Research Institute Co., Ltd
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 strengthen the company’s scientific and technological innovation ability and enhance the company’s core competitiveness, the company plans to establish a polymer new material research institute with independent legal personality in Yantai. The main information is as follows:
1、 Investment overview
The company plans to invest in the establishment of Yantai Yantai Tayho Advanced Materials Co.Ltd(002254) polymer New Materials Research Institute Co., Ltd. (hereinafter referred to as “polymer new materials research institute” or “Research Institute”), with a registered capital of 500 million yuan, which is wholly-owned by the company, with a shareholding ratio of 100%.
The investment has been deliberated and approved at the 16th meeting of the 10th board of directors on April 7, 2022. According to the relevant provisions of the articles of association, such matters do not need to be approved by the general meeting of shareholders.
According to relevant regulations, this transaction does not constitute a connected transaction, nor does it constitute a major asset reorganization specified in the administrative measures for major asset reorganization of listed companies.
2、 Basic information of the proposed wholly-owned subsidiary
1. Company name: Yantai Yantai Tayho Advanced Materials Co.Ltd(002254) polymer New Material Research Institute Co., Ltd. (tentative name, subject to the name approved by the market supervision and administration department)
2. Organization form: limited liability company
3. Registered capital: RMB 500 million
4. Proposed address: No. 1, Emeishan Road, Yantai Economic and Technological Development Zone
5. Business scope: production, sales, development, testing, achievement transfer, technical service and consultation of chemical and related products (excluding hazardous chemicals); Research and development of new material technology; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion (projects subject to approval according to law shall be approved by relevant departments)
: temporary announcement: 2022021
Business activities can be carried out only after approval) (the business scope shall be subject to the one approved and registered by the registration authority).
3、 Main contents of foreign investment contract
This foreign investment is the establishment of a wholly-owned subsidiary of the company, and there is no need to sign a foreign investment contract.
According to the relevant provisions of the articles of association of polymer new materials research institute, polymer new materials research institute does not set up a shareholders’ meeting, and the shareholders decide the major issues such as the business policy and investment plan of the Institute; Set up one executive director as the legal representative of the Research Institute; There are 1 president and 1-2 vice presidents of the Research Institute, who are appointed by the executive director; There is one supervisor appointed by the company.
4、 Purpose, existing risks and impact on the company of foreign investment
The polymer new materials research institute will focus on the development needs of the company, face the industrial technology frontier and major national strategic needs, build an industry-leading whole chain innovation platform of basic research engineering technology industrial application through the market-oriented operation mechanism, and improve the common key technology level and core competitiveness of the company’s high score sub new materials and related industries, so as to meet the needs of the company’s strategic layout and development. This investment will help the company reshape the research and development framework, gather high-end R & D talents, promote the upgrading of R & D equipment, improve the company’s research level and R & D strength, explore new products, new applications and new directions, promote the transformation of scientific and technological achievements and enhance the shareholder value, and will not have an adverse impact on the company’s financial and operating conditions.
The establishment of polymer new materials research institute is an important measure to serve the company’s medium and long-term strategic objectives. It will not produce economic benefits in the short term. In the long term, it will help to improve the quality, quantity and speed of R & D of new products and new businesses. However, there is still some uncertainty whether the future development can achieve the expected purpose and effect. The company will strengthen the management of polymer new materials research institute and fulfill the obligation of information disclosure in time, Please pay attention to investment risks.
5、 Documents for future reference
Resolution of the 16th meeting of the 10th board of directors.
It is hereby announced.
Yantai Tayho Advanced Materials Co.Ltd(002254)
Board of directors
April 11, 2022
