Securities code: 300868 securities abbreviation: Shenzhen Jame Technology Corp.Ltd(300868) Announcement No.: 2022-004 Shenzhen Jame Technology Corp.Ltd(300868)
Announcement on foreign investment and establishment of wholly-owned 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.
Shenzhen Jame Technology Corp.Ltd(300868) (hereinafter referred to as "the company" or " Shenzhen Jame Technology Corp.Ltd(300868) ") held the 13th meeting of the third board of directors on January 14, 2022, deliberated and adopted the proposal on foreign investment and establishment of wholly-owned subsidiaries, It is agreed that the company will establish a wholly-owned subsidiary "Shenzhen JieChuang Investment Co., Ltd." with its own capital of 10 million yuan (hereinafter referred to as "JieChuang", and the final name shall be subject to the approval of the administrative department for Industry and Commerce). The details are hereby announced as follows:
1、 Overview of foreign investment
(I) basic information
According to the company's strategic development needs, in order to make effective use of investment and financing to enable the company's business development, the company plans to invest 10 million yuan with its own funds to establish a wholly-owned subsidiary "Shenzhen JieChuang Investment Co., Ltd." (hereinafter referred to as "JieChuang", and the specific name shall be subject to the approval of the Administration for Industry and Commerce).
(II) review
Within the scope of the approval authority of the board of directors of the company, this foreign investment has been deliberated and adopted at the 13th meeting of the third board of directors and does not need to be submitted to the general meeting of shareholders of the company for deliberation.
(III) related party transactions
According to the Shenzhen Stock Exchange GEM Listing Rules, the articles of association and other relevant provisions, this foreign investment does not constitute a related party 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 new subsidiary
Company name: Shenzhen JieChuang Investment Co., Ltd
Registered address: 4218, building 1, Huide building, Beizhan community, Minzhi street, Longhua District, Shenzhen
Registered capital: 10 million
Legal representative: Huang Xin
Main business scope: venture capital (limited to investment in unlisted enterprises); Engaging in investment activities with its own funds; Business information consulting (excluding investment consulting); Investment and establishment of industries (excluding projects prohibited by laws, administrative regulations and provisions of the State Council and requiring pre-approval).
Shareholders and shareholding ratio: the shareholders are Shenzhen Jame Technology Corp.Ltd(300868) and the shareholding ratio is 100% (the above contents shall be subject to the final approval and registration of the administrative department for Industry and Commerce)
3、 The purpose, risk and impact of this foreign investment on the establishment of a new company
(I) investment purpose
The establishment of the investment company is based on the needs of the company's operation and strategic development. On the one hand, it can make full use of the company's own and social high-quality resources for industrial integration, enhance the company's core competitiveness and improve the company's profitability; On the other hand, it can help the company explore new business areas, find and cultivate new development opportunities for the company, and enhance the company's sustainable development ability.
(II) investment risk
Before the establishment of a subsidiary, it needs to be reviewed or filed by the local administrative department, which has a certain approval risk; After its establishment, the subsidiary may face macroeconomic, market environment, policy adjustment, internal management and other risk factors. In the future, the company will pay close attention to relevant risk changes and strengthen internal management to actively prevent and respond to risks.
(III) impact on the company
The new subsidiary is a decision made in combination with the company's long-term development strategy, which is conducive to the flexible and efficient development of investment and financing business, enhance core competitiveness, and cultivate new profit growth points, without affecting the normal development of the company's main business and damaging the interests of the company and all shareholders. At the same time, it can further improve the overall performance level of the company and seek better return on investment for the company and shareholders.
4、 Opinions of independent directors
After review, we believe that the company's foreign investment to establish a wholly-owned subsidiary meets the needs of the company's operation and strategic development. On the one hand, it can make full use of the company's own and social high-quality resources for industrial integration, enhance the company's core competitiveness and improve the company's profit level; On the other hand, it can help the company explore new business areas, find and cultivate new development opportunities for the company, and enhance the company's sustainable development ability. The use of the company's own funds in this investment will not affect the company's normal production and operation activities, will not have a significant adverse impact on the company's financial and operating conditions, and will not damage the interests of the company and all shareholders.
Therefore, we unanimously agree to the implementation of the proposal on foreign investment and establishment of wholly-owned subsidiaries.
5、 Other
Risks and opportunities coexist in the company's foreign investment. The company will strengthen management, actively prevent risks, and timely perform the obligation of information disclosure in strict accordance with relevant regulations and follow-up progress. Please invest rationally and pay attention to investment risks.
6、 Directory of documents for future reference
1. Shenzhen Jame Technology Corp.Ltd(300868) resolution of the 13th meeting of the third board of directors;
2. Shenzhen Jame Technology Corp.Ltd(300868) independent directors' independent opinions on matters related to the 13th meeting of the third board of directors.
It is hereby announced.
Shenzhen Jame Technology Corp.Ltd(300868) board of directors
January 14, 2022
