Securities code: Leyard Optoelectronic Co.Ltd(300296) securities abbreviation: Leyard Optoelectronic Co.Ltd(300296) Announcement No.: 2022020 Leyard Optoelectronic Co.Ltd(300296)
Announcement on capital increase of wholly-owned subsidiaries and waiver of preemptive right of 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.
1、 Overview of capital increase and waiver of rights
1. Leyard Optoelectronic Co.Ltd(300296) (Hunan) photoelectric Co., Ltd. (hereinafter referred to as "Hunan Leyard Optoelectronic Co.Ltd(300296) ") is a wholly-owned subsidiary of Leyard Optoelectronic Co.Ltd(300296) (hereinafter referred to as "the company"), and its wholly-owned subsidiary, Shenzhen Leyard Optoelectronic Co.Ltd(300296) photoelectric Co., Ltd. (hereinafter referred to as "Shenzhen Leyard Optoelectronic Co.Ltd(300296) "), holds 100% of its equity. In order to further enhance the business capacity and expand the business scale, Hunan Leyard Optoelectronic Co.Ltd(300296) plans to introduce strategic investors through capital increase, while Shenzhen Leyard Optoelectronic Co.Ltd(300296) does not participate in this capital increase and gives up the preemptive right of capital increase. Hunan Leyard Optoelectronic Co.Ltd(300296) plans to increase the registered capital by 10508889 million yuan and the subscription price is 124 million yuan in cash. The relevant capital increase agreement will be signed after being reviewed and approved by the board of directors. The main contents are as follows:
Changsha Dejing technology development partnership (limited partnership) (hereinafter referred to as "Changsha Dejing") plans to pay in cash 13.61 million yuan and Hunan Leyard Optoelectronic Co.Ltd(300296) registered capital 11534718 million yuan. Changsha Deyi technology development partnership (limited partnership) (hereinafter referred to as "Changsha Deyi") plans to pay in cash 8.09 million yuan and Hunan Leyard Optoelectronic Co.Ltd(300296) registered capital 6856743 million yuan, Changsha Desheng technology development partnership (limited partnership) (hereinafter referred to as "Changsha Desheng") plans to pay in cash 49.6 million yuan and Hunan Leyard Optoelectronic Co.Ltd(300296) registered capital 42034739 million yuan. Changsha Desheng technology development partnership (limited partnership) (hereinafter referred to as "Changsha Desheng") plans to pay in cash 40.4 million yuan and Hunan Leyard Optoelectronic Co.Ltd(300296) registered capital 34238128 million yuan, Changsha deshuo technology development partnership (limited partnership) (hereinafter referred to as "Changsha deshuo") plans to pay Hunan Leyard Optoelectronic Co.Ltd(300296) registered capital of 10424562 million yuan in cash.
2. After the completion of this capital increase, the registered capital of Hunan Leyard Optoelectronic Co.Ltd(300296) is changed from 300 million yuan to 405088890 yuan, the equity ratio of Shenzhen Leyard Optoelectronic Co.Ltd(300296) is changed from 100% to 740578%, Hunan Leyard Optoelectronic Co.Ltd(300296) is still the holding subsidiary of the company, and the scope of the company's consolidated statements does not change. The board of directors of the company authorizes the management of the company to organize and handle matters related to this capital increase.
3. The company has deliberated and adopted relevant proposals at the 35th meeting of the Fourth Board of directors held on April 14, 2022. This transaction does not need to be submitted to the general meeting of shareholders for deliberation.
4. This transaction does not constitute a connected transaction as stipulated in the Shenzhen Stock Exchange GEM Listing Rules, nor does it constitute a major asset restructuring as stipulated in the administrative measures for major asset restructuring of listed companies.
2、 Basic information of capital increasing party
(I) Changsha Dejing technology development partnership (limited partnership)
1. Name: Changsha Dejing technology development partnership (limited partnership)
2. Date of establishment: November 11, 2021
3. Registered address: Building 3, mobile intelligent terminal Industrial Park, No. 6, Hangkong Road, Wangcheng economic and Technological Development Zone, Changsha
4. Executive partner: Yuan Bo
5. Registered capital: RMB 13.611 million
6. Business scope: retail of computers, software and auxiliary equipment; Internet Science and technology development, science and technology consultation, science and technology transfer and science and technology services; Development of information technology and software; Information technology consulting services; Introduce new technologies and varieties, and carry out technical training, technical exchange and consulting services; Information technology transfer; Biotechnology extension services; Information technology services; Information system security technology services; Computer technology development and technical services; Transfer of computer technology; Computer technology consultation; Enterprise management consulting services; Software services. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments) 7. Financial indicators of Changsha Dejing in the last year:
Unit: 10000 yuan
Main financial indicators December 31, 2021 (Unaudited)
Total assets 952.81
Total liabilities 0
Including: total bank loans 0
Total current liabilities 0
Net assets 952.81
Main financial indicators January December 2021 (Unaudited)
Operating income 0
Total profit 0.11
Net profit 0.11
8. Ownership structure:
Name subscribed capital contribution (10000 yuan) shareholding ratio
Pan Xitian 400 293880%
Xin Zhenglin 100 7.3470%
Pan min 60 4.4082%
Wang Xiaoqi 50 3.6735%
Li Bingfeng 50 3.6735%
Wang Lijuan 50 3.6735%
Zheng Jinlong 50 3.6735%
Zhao Lu 50 3.6735%
Jiang Yonghua 45 3.3061%
Other shareholders 506.10 371826%
Total 136110 100%
9. Changsha Dejing is not a dishonest person.
10. The partners of Changsha Dejing are employees of the company and its subsidiaries. In addition, Changsha Dejing and its partners have no interest relationship with the company and its top ten shareholders and directors, supervisors and senior executives in terms of property rights, business, assets, creditor's rights and debts, personnel, or other relationships that may or have caused the listed company to tilt its interests.
(II) Changsha Deyi technology development partnership (limited partnership)
1. Name: Changsha Deyi technology development partnership (limited partnership)
2. Date of establishment: October 29, 2021
3. Registered address: Building 3, mobile intelligent terminal Industrial Park, No. 6, Hangkong Road, Wangcheng economic and Technological Development Zone, Changsha
4. Executive partner: Yuan Bo
5. Registered capital: RMB 8.091 million
6. Business scope: retail of computers, software and auxiliary equipment; Internet Science and technology development, science and technology consultation, science and technology transfer and science and technology services; Development of information technology and software; Information technology consulting services; Introduce new technologies and varieties, and carry out technical training, technical exchange and consulting services; Information technology transfer; Biotechnology extension services; Information technology services; Information system security technology services; Computer technology development and technical services; Transfer of computer technology; Computer technology consultation; Enterprise management consulting services; Software services. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments) 7. Financial indicators of Changsha Deyi in the last year:
Unit: 10000 yuan
Main financial indicators December 31, 2021 (Unaudited)
Total assets 562.85
Total liabilities 0
Including: total bank loans 0
Total current liabilities 0
Net assets 562.85
Main financial indicators January December 2021 (Unaudited)
Operating income 0
Total profit 0.05
Net profit 0.05
8. Ownership structure:
Name subscribed capital contribution (10000 yuan) shareholding ratio
Deng Fengxiang 100 123594%
Wang hui90 111235%
Zhang wenqun 90 111235%
Peng Fei 82 101347%
Cha Xinfeng 50 6.1797%
