Securities code: 000955 securities abbreviation: Xinlong Holding (Group) Company Ltd(000955) Announcement No.: 2022-002 Xinlong Holding (Group) Company Ltd(000955) (Group) Co., Ltd
Announcement on the company’s receipt of court documents such as response notice
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.
Special tips:
1. The litigation stage of the case: the case has been filed
2. Party status of listed company: defendant
3. Amount involved: None
4. Impact on the profits and losses of the listed company: as the resolution dispute involved in this case will not have a direct impact on the current or future profits of the company. 1、 Basic information on the acceptance of this litigation
Xinlong Holding (Group) Company Ltd(000955) (Group) Co., Ltd. (hereinafter referred to as ” Xinlong Holding (Group) Company Ltd(000955) ” or “the company”) received the notice of response ([2022] Qiong 9023 minchu No. 72) served by the people’s Court of Chengmai County, Hainan Province on January 13, 2022 and the civil complaint of Hainan zhuhuake industry and Trade Co., Ltd. (hereinafter referred to as “Hainan Zhuhua”). According to the response notice, the court has accepted the resolution dispute between Hainan Zhuhua v. company and the third party Jiaxing paradise Silicon Valley Equity Investment Co., Ltd. (hereinafter referred to as “Jiaxing paradise Silicon Valley”).
2、 Basic information about the case
1. Parties to the proceedings:
Plaintiff: Hainan zhuhuake industry and Trade Co., Ltd., domicile: room B2011, Jinwan garden, No. 160, haixiu West Road, Xiuying District, Haikou City, legal representative: Guo Kaizhu.
Defendant: Xinlong Holding (Group) Company Ltd(000955) (Group) Co., Ltd., with domicile in Laocheng Development Zone, Chengmai County, Hainan Province, and legal representative Yu Chunshan.
The third party: Jiaxing paradise Silicon Valley Equity Investment Co., Ltd., whose domicile is room 132-79, building 1, fund Town, No. 1856 Nanjiang Road, Nanhu District, Jiaxing City, Zhejiang Province, and the legal representative is Yu Chunshan. 2. Basic information of litigation
The company received the civil complaint from Hainan Zhuhua served by the court, claiming that on December 30, 2021, Xinlong Holding (Group) Company Ltd(000955) the board of Directors voted and adopted the resolution of the suing board of directors by means of communication voting, which includes two proposals. The first is to amend Xinlong Holding (Group) Company Ltd(000955) the articles of association, The second is to convene the first extraordinary general meeting of shareholders in 2022 to consider and vote on the proposal to amend the articles of association. The plaintiff Hainan Zhuhua held that the convening procedure and voting method of the 23rd Meeting of the seventh board of directors of the company violated the provisions of the articles of association, and the content of the resolution of the board of directors violated the agreement on the governance structure of listed companies between Hainan Zhuhua and Jiaxing paradise Silicon Valley, The resolution of the suing board of directors was forcibly adopted by the third party Jiaxing paradise Silicon Valley taking advantage of the convenience of controlling the current board of directors of Xinlong Holding (Group) Company Ltd(000955) . The content of the resolution of the board of directors seriously damaged the legitimate rights and interests of Xinlong Holding (Group) Company Ltd(000955) and Hainan Zhuhua. The resolution of the suing board of directors has legal reasons that should be revoked. Therefore, we hereby file a lawsuit with the court according to law and request the court to decide to revoke the resolution of the suing board of directors. The claim is:
(1) Request the court to make a judgment to revoke the resolution of the 23rd Meeting of the 7th board of directors (hereinafter referred to as the “resolution of the litigation board of directors”) adopted by the Xinlong Holding (Group) Company Ltd(000955) board of directors by means of communication voting on December 30, 2021;
(2) Request the court to order the defendant Xinlong Holding (Group) Company Ltd(000955) to bear all litigation costs such as case acceptance fees of the case.
As of the date of this announcement, the hearing time of this case has not been determined.
3、 Are there any other undisclosed litigation and arbitration matters
Before this announcement, the company had no undisclosed minor litigation and arbitration matters, nor other litigation and arbitration matters that should be disclosed but not disclosed.
4、 The possible impact of the lawsuit announced this time on the company and the measures taken by the company
As the dispute involved in this case is a resolution dispute, the ruling result will not have a direct impact on the current or future profits of the company.
The company has been convening and organizing board meetings in accordance with laws and regulations to ensure that the directors of the company have the right to fully express their opinions on the matters considered by the board of directors, and fully disclose the opinions of dissenting directors. The company respects all shareholders to exercise their rights in accordance with the law through the board of directors and the general meeting of shareholders, but firmly opposes the abuse of shareholders’ rights and attempts to affect the normal decision-making of the company. The company will respond to the lawsuit based on legal and factual basis and earnestly safeguard its legitimate rights and interests.
Before the company received the notice of response from the court, the notice of acceptance of the case issued by the people’s Court of Chengmai County, Hainan Province to Hainan Zhuhua has been disseminated on the Internet, which has attracted the attention of the majority of investors and caused certain negative impact and reputation damage to the company. The company condemns the violation of the confidentiality obligations of insiders of listed companies, and will take corresponding legal measures to investigate the legal responsibilities of relevant parties.
The company will further improve investor relations, earnestly safeguard the legitimate rights and interests of investors, and sincerely welcome investors to participate in corporate governance in accordance with the law.
The company will timely perform information disclosure according to the progress of litigation. Please pay attention to investment risks.
It is hereby announced
Xinlong Holding (Group) Company Ltd(000955) (Group) Co., Ltd
Board of directors
January 13, 2022
