Securities code: 002947 securities abbreviation: Suzhou Hengmingda Electronic Technology Co.Ltd(002947) Announcement No.: 2022-014 Suzhou Hengmingda Electronic Technology Co.Ltd(002947)
Announcement on foreign investment and establishment of joint venture subsidiaries
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Overview of foreign investment
（1） Suzhou Hengmingda Electronic Technology Co.Ltd(002947) (hereinafter referred to as “the company” or ” Suzhou Hengmingda Electronic Technology Co.Ltd(002947) “) intends to establish Tongling yinqianda New Material Technology Co., Ltd. (tentative name, subject to the industrial and commercial registration name, hereinafter referred to as “yinqianda”) in Tongling City, Anhui Province with Fuzhou Sunshine Flowserve new energy technology Co., Ltd. (hereinafter referred to as “sunshine Flowserve”), Wang Yong and Qiu Yu, Mainly engaged in R & D and production of new materials; The registered capital is 5 million yuan, of which the company invested 3.75 million yuan with its own funds, holding 75.00%. （2） On January 21, 2022, the 23rd Meeting of the second board of directors of the company deliberated and adopted the proposal on foreign investment and establishment of joint venture subsidiaries. This investment does not need to be submitted to the general meeting of shareholders of the company for deliberation.
（3） This foreign investment does not constitute a connected transaction and does not constitute a major asset reorganization.
2、 Basic information of partners
（1） Fuzhou Sunshine FOSS New Energy Technology Co., Ltd
1. Unified social credit Code: 91350100335729418u
2. Legal representative: Qiu Yu
3. Registered capital: 5 million yuan
4. Date of establishment: April 20, 2015
5. Registered address: room A404, 4th floor, 10# building, phase I, innovation park, Haixi high tech Industrial Park, Fuzhou high tech Zone (No. 3, Keji East Road, Minhou County)
6. Enterprise type: limited liability company (invested or controlled by natural person)
7. Business scope: R & D, sales and technical services of technologies, processes, raw materials, materials, products, instruments, meters and equipment in the field of new energy and new materials; Sales, technical service and technical consultation of electromechanical equipment and accessories; Self operated and acting as an agent for the import and export of various commodities and technologies, except for the commodities and technologies limited or prohibited by the state. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
8. Ownership structure: Qiu Yu holds 55.00%, Chen Peng holds 25.00%, Liu Guoteng holds 15.00% and Jiang LinQin holds 5.00%
（2） Natural persons: Wang Yong, Qiu Yu
Natural person shareholder I natural person shareholder II
Name: Wang Yong, Qiu Yu
Gender male
Nationality China
ID number 31xxx519xxxxxxxxxx 35xxx119xxxxxxxxxx
The above counterparties are not related to the company, its controlling shareholders, actual controllers, directors, supervisors and senior managers.
3、 Basic information of the proposed joint venture
（1） Company name: Tongling yinqianda New Material Technology Co., Ltd. (proposed)
（2） Registered capital: 5 million yuan
（3） Business scope: new material research and technical services
（4） Contributor and source of funds: cash contribution, and the source of funds is self owned funds
（5） Ownership structure:
Name of shareholder subscribed capital contribution (10000 yuan) shareholding ratio
Suzhou Hengmingda Electronic Technology Co.Ltd(002947) 375.00 75.00%
Sunshine Flowserve 100.00 20.00%
Wang Yong 20.00 4.00%
Qiu Yu 5.00 1.00%
Total 500.00 100.00%
The specific company name, registered capital, business scope and mode of capital contribution shall be subject to the final approval of relevant departments.
4、 Purpose of foreign investment and its impact on the company
The proposed foreign investment and establishment of a joint venture subsidiary is an important part of the company’s overall strategic planning. By establishing a subsidiary specializing in the research and design of new materials, the company can better translate the company’s understanding of raw materials into commercial achievements, realize the company’s business extension to the upstream of the consumer electronics industry, and provide project reserves for the company’s future sustainable development, Further enhance the company’s influence and comprehensive competitiveness.
All the investment funds come from the company’s own funds, which is in line with the company’s strategic development direction, will not have an adverse impact on the company’s production and operation, and will not damage the interests of the company and all shareholders.
5、 Risks and Countermeasures of foreign investment
The joint venture subsidiary to be established by foreign investment still needs to go through the registration formalities with the administrative department for Industry and commerce. The time for completing the registration shall be subject to the completion of the registration by the administrative department for Industry and commerce. The proposed foreign investment may be affected by macroeconomic policies, changes in market demand and other factors. After the establishment of the joint venture subsidiary, there are certain operational and management risks, and the investment income is uncertain. Therefore, the company will strengthen and implement effective internal control and risk prevention mechanism to prevent and reduce relevant risks.
6、 Review procedures to be performed
The board of directors of the company reviewed and approved this matter. For details, see the announcement on the resolution of the 23rd Meeting of the Suzhou Hengmingda Electronic Technology Co.Ltd(002947) second board of directors (Announcement No.: 2022-008) disclosed by the company on January 24, 2022.
7、 Documents for future reference
Resolution of the Suzhou Hengmingda Electronic Technology Co.Ltd(002947) 23rd Meeting of the second board of directors
It is hereby announced.
Suzhou Hengmingda Electronic Technology Co.Ltd(002947)
Board of directors
January 21, 2022
