Securities code: Hoshine Silicon Industry Co.Ltd(603260) securities abbreviation: Hoshine Silicon Industry Co.Ltd(603260) Announcement No.: 2022039 Hoshine Silicon Industry Co.Ltd(603260)
Announcement on the existence and division of Xinjiang West Hoshine Silicon Industry Co.Ltd(603260) Co., Ltd., a wholly-owned subsidiary
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and completeness of its contents.
Hoshine Silicon Industry Co.Ltd(603260) (hereinafter referred to as ” Hoshine Silicon Industry Co.Ltd(603260) ” or “the company”) held the 11th meeting of the third board of directors on May 19, 2022, deliberated and adopted the proposal on the survival and division of Xinjiang West Hoshine Silicon Industry Co.Ltd(603260) Co., Ltd., a wholly-owned subsidiary. It is agreed that Xinjiang West Hoshine Silicon Industry Co.Ltd(603260) Co., Ltd. (hereinafter referred to as “West Hesheng”), a wholly-owned subsidiary of the company, will continue to separate according to the needs of operation and development. The details are as follows:
1、 Basic information before division
(1) Basic information of Hesheng in Western China
Company name: Xinjiang West Hoshine Silicon Industry Co.Ltd(603260) Co., Ltd
Unified social credit Code: 91659001697810678y
Legal representative: Zhu Zhiqiang
Type: limited liability company (sole proprietorship of legal person invested or controlled by natural person)
Registered capital: 140 million yuan
Address: room 1103, No. 11-3, Weiyi Road, Shihezi Development Zone, Xinjiang
Business scope: production and sales of organic silicon, industrial silicon and organic intermediates; Production and sales of graphite electrodes and intermediates; Quartz processing and sales; Import and export of goods or technologies (except those prohibited by the state or involving administrative examination and approval), and carry out small border trade business; House leasing, site leasing and mechanical equipment leasing; Road general cargo transportation and special cargo transportation (tank container) (excluding dangerous chemicals and inflammables and explosives); Sealant production and sales. (if the project involves licensed operation, it can be operated only after obtaining the permission of relevant departments)
Shareholders: Western Hesheng is a wholly-owned subsidiary of the company.
(2) Key financial data
Unit: 10000 yuan
Subject: December 31, 2021 April 30, 2022
(audited) (Unaudited)
Total assets 83053970102092584
Total liabilities 4907345063113152
Net assets 3398051938979432
Operating income 10249750637252110
Net profit 156580814998912
2、 Separation scheme
1. Separation mode
This division adopts the mode of survival division, in which Western Hesheng will continue to exist. The name of the newly established company: Xinjiang western Hesheng silicon material Co., Ltd. is tentatively named, and the final name shall be subject to the name approved by the Department of industry and commerce, hereinafter referred to as “Hesheng silicon material” or “newly established company”).
2. Registered capital and equity structure before and after division
Company name registered capital registered capital shareholders
(before division) (after division)
Western Hesheng 140 million yuan, 90 million yuan Hoshine Silicon Industry Co.Ltd(603260) holding 100%
Hesheng silicon material – 500 million yuan Hoshine Silicon Industry Co.Ltd(603260) holding 100%
3. Assets, liabilities and business segmentation
Before the division, Western Hesheng was mainly engaged in the production and sales of silicone, industrial silicon and organic intermediates. After the division, Western Hesheng retained the original silicone, silicone intermediates and related production and operation assets, and a new company was established to undertake the original industrial silicon and related production and operation assets of Western Hesheng.
Taking April 30, 2022 as the base date of division, after division and adjustment, the assets and liabilities of the surviving company and the newly established company are as follows:
Unit: 10000 yuan
Before and after division
Hesheng proportion in the west of the project (%) Hesheng silicon material proportion (%) Hesheng proportion in the West (%)
Total assets 102092584 10035881878 3566210706 65
Total liabilities 63113152 10030881878 4932231274 51
Net assets 38979432 1005000000 1333979432 87
During the period of division (i.e. from the base date of division to the date of completion of division), if the corresponding assets and liabilities increase or decrease, the division scheme will not be affected.
4. Division of creditor’s rights and debts
The surviving company and the newly established company after the division shall determine their respective assets and liabilities according to the division plan.
According to the provisions of the company law and relevant laws and regulations, the debts of Western Hesheng before the division shall be borne by the surviving company after the division, and the newly established company shall bear joint and several liabilities. If Western Hesheng reaches a written agreement with creditors on debt repayment before the division, it shall be implemented in accordance with the agreement.
5. Personnel placement
The employees before the division shall be allocated and arranged by the company after the division in accordance with the provisions of relevant national laws and regulations and their respective business scope, which will not damage the legitimate rights and interests of employees due to the division of the company.
3、 Impact of this division on the company
This division is conducive to optimizing the company’s resource allocation, clarifying the company’s business system, optimizing the company’s structure, strengthening internal management, further improving asset operation efficiency and meeting the company’s future development plan. This division will not affect the consolidated statements of the company. The surviving company and the newly established company after division are wholly-owned subsidiaries. The assets of the listed company and the operating conditions of the listed company will not be affected and will not be damaged by the division. This division does not have a significant impact on the financial status and operating results of the company in this year and future fiscal years.
4、 Other
This division still needs the approval of the administrative department for Industry and commerce.
It is hereby announced.
Hoshine Silicon Industry Co.Ltd(603260) board of directors may 20, 2022
