Announcement on the Resolution of the 12th Meeting of the 2nd Board of Directors of Henan Kaiwang El

December 30, 2021 05:24 China Securities News - China Securities Network

Securities code: 301182 Securities abbreviation: Kaiwang Technology (20.750, -0.60, -2.81%) Announcement number: 2021-001

Announcement on the Resolution of the 12th Meeting of the 2nd Board of Directors of Henan Kaiwang Electronic Technology Co., Ltd

Our company and all members of the board of directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, without any false records, misleading statements, or significant omissions.

1、 Meeting status

The notice of the 12th meeting of the 2nd Board of Directors of Henan Kaiwang Electronic Technology Co., Ltd. (hereinafter referred to as the "Company") was issued on December 24, 2021, through personal delivery, email, telephone notification, and other means. The meeting was held on December 28, 2021 in the conference room on the 4th floor of the Science and Technology Building of Henan Kaiwang Electronic Technology Co., Ltd. through on-site and communication methods. 7 directors were supposed to attend this meeting, but 7 directors were actually present. The meeting complies with the relevant provisions of the Company Law and the Articles of Association. The meeting was chaired by Mr. Chen Haigang, the chairman, and attended by the company's supervisors and senior management.

2、 Meeting deliberation status

（1） The proposal on using self owned funds for cash management has been reviewed and approved

After deliberation, it has been decided to use self owned funds of no more than RMB 50 million (including principal) for cash management, while ensuring that it does not affect the normal operation of the company, for investment products with high safety, good liquidity, and meeting the requirements of principal protection, including but not limited to contract deposits, call deposits, time deposits, structured deposits, and other principal protection products. The maximum term of a single investment shall not exceed 12 months. This authorization shall be valid for 12 months from the date of approval by the board of directors of the company. Within the above-mentioned limit and authorization period, funds can be used in a circular and rolling manner. At the same time, within the quota range, authorize the company's management to exercise relevant investment decision-making power and sign relevant documents, which will be organized and implemented by the company's finance department. For specific details, please refer to the company's website on Juchao Information on the same day（ http://www.cninfo.com.cn ）The proposal on using self owned funds and idle raised funds for cash management published on (Announcement No. 2021-003).

The supervisory board of the company expressed its opinion on the proposal, which can be found on the same day on the website of Juchao Information

（ http://www.cninfo.com.cn ）Announcement on the Resolutions of the 8th Meeting of the 2nd Board of Supervisors published on the website

(Announcement number: 2021-002).

The independent directors expressed their agreement on the proposal, as detailed in the company's statement on the same day on Juchao Information Network

（ http://www.cninfo.com.cn ）The independent opinions of independent directors on matters related to the 12th meeting of the 2nd Board of Directors published on the website.

The sponsoring institution of the company, Zhongyuan Securities (3.830, -0.06, -1.54%) Co., Ltd., issued a verification opinion on the proposal. The details can be found in the company's website on the same day on Juchao Information Network（ http://www.cninfo.com.cn ）The verification opinion on Henan Kaiwang Electronic Technology Co., Ltd.'s use of its own funds and idle raised funds for cash management published on the website.

Voting result: 7 votes in favor, 0 votes against, and 0 abstentions, passed the review.

（2） The proposal on using idle raised funds for cash management has been reviewed and approved

After deliberation, it is agreed that the company, on the premise of ensuring that it does not affect the investment projects and normal operation of the raised funds, and effectively controls risks, will use idle raised funds with a limit not exceeding RMB 500 million (including the principal) for cash management, to invest in investment products with high safety, good liquidity, and meeting the principal protection requirements, including but not limited to agreement deposits, notice deposits, time deposits Structured deposits and other principal guaranteed products, with a maximum term of 12 months for a single investment. This authorization shall be valid for 12 months from the date of approval by the board of directors of the company. Within the above-mentioned limit and authorization period, funds can be used in a circular and rolling manner. At the same time, within the quota range, authorize the company's management to exercise relevant investment decision-making power and sign relevant documents, which will be organized and implemented by the company's finance department. For specific details, please refer to the company's website on Juchao Information on the same day（ http://www.cninfo.com.cn ）The verification opinions on the use of self owned funds and idle raised funds for cash management by Henan Kaiwang Electronic Technology Co., Ltd. published on (Announcement No. 2021-003).

The supervisory board of the company expressed its opinion on the proposal, which can be found on the same day on the website of Juchao Information（ http://www.cninfo.com.cn ）Announcement on the Resolutions of the 8th Meeting of the 2nd Board of Supervisors published on the website

(Announcement number: 2021-002).

The independent directors expressed their agreement on the proposal, as detailed in the company's statement on the same day on Juchao Information Network

（ http://www.cninfo.com.cn ）The independent opinions of independent directors on matters related to the 12th meeting of the 2nd Board of Directors published on the website.

The sponsoring institution of the company, Zhongyuan Securities Co., Ltd., issued a verification opinion on the proposal. The details can be found on the same day on the company's website, Juchao Information Network（ http://www.cninfo.com.cn ）The verification opinion on Henan Kaiwang Electronic Technology Co., Ltd.'s use of its own funds and idle raised funds for cash management published on the website.

Voting result: 7 votes in favor, 0 votes against, and 0 abstentions, passed the review.

（3） The proposal to change the registered capital, company type, revise the Articles of Association, and handle the industrial and commercial registration change has been reviewed and approved

Considering that the company has completed its issuance and was listed on the Shenzhen Stock Exchange Growth Enterprise Board on December 23, 2021, the company has been approved to publicly issue 23960000 RMB ordinary shares (A-shares) to the public for the first time. After the completion of this issuance, the total number of share capital, registered capital, and company type of the company have changed. In accordance with the provisions of laws and regulations such as the Company Law of the People's Republic of China, the Guidelines for the Articles of Association of Listed Companies, the Listing Rules of Shenzhen Stock Exchange's Growth Enterprise Board, and the authorization of the shareholders' meeting, combined with the actual situation of the company's initial public offering of shares and listing on the Shenzhen Stock Exchange's Growth Enterprise Board, The board of directors of the company shall revise and improve the relevant provisions in the draft articles of association and change them to become effective as the articles of association. The specific revised content is as follows:

Except for the revised content mentioned above, other provisions of the Company's Articles of Association remain unchanged.

The first extraordinary general meeting of shareholders of the company in 2020 approved the Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors to Fully Handle Matters Related to the Initial Public Offering of A-shares and Listing on the Growth Enterprise Market of the Company. The Board of Directors is authorized to supplement and modify the relevant provisions of the company's articles of association and other rules and regulations (if necessary) based on the results of the stock issuance, and to handle the relevant change approval/registration matters with the competent authority for industry and commerce, Therefore, this proposal does not need to be resubmitted to the shareholders' meeting for deliberation.

（4） Proposal on Convening the First Extraordinary General Meeting of Shareholders in 2022

The company is scheduled to hold its first extraordinary general meeting of shareholders on January 14, 2022, to review the following proposal that needs to be approved by the general meeting: "Proposal on Using Idle Raised Funds for Cash Management"

3、 File for reference

1. Resolution of the 12th Meeting of the 2nd Board of Directors of Henan Kaiwang Electronic Technology Co., Ltd;

2. Independent Opinions of Independent Directors of Henan Kaiwang Electronic Technology Co., Ltd. on Matters Related to the 12th Meeting of the 2nd Board of Directors.

This announcement is hereby made.

Henan Kaiwang Electronic Technology Co., Ltd

Board of Directors

December 28, 2021

Securities code: 301182 Securities abbreviation: Kaiwang Technology Announcement number: 2021-002

Announcement on the Resolution of the 8th Meeting of the 2nd Supervisory Board of Henan Kaiwang Electronic Technology Co., Ltd

The company and all members of the supervisory board guarantee that the information disclosed is true, accurate, and complete, without any false records, misleading statements, or significant omissions

1、 Meeting status

The notice of the 8th meeting of the 2nd Supervisory Board of Henan Kaiwang Electronic Technology Co., Ltd. (hereinafter referred to as the "Company") was issued on December 24, 2021, through personal delivery, email, telephone notification, and other means. It was held on December 28, 2021, in the conference room on the 4th floor of the Science and Technology Building of Henan Kaiwang Electronic Technology Co., Ltd. in Zhoukou City, Henan Province, through on-site and communication methods. Three supervisors were supposed to attend this meeting, and three supervisors were actually present. The meeting complies with the relevant provisions of the Company Law and the Articles of Association. The meeting is chaired by Mr. Wu Yuhui, Chairman of the Supervisory Board.

2、 Meeting deliberation status

（1） The proposal on using self owned funds for cash management has been reviewed and approved

After deliberation, it is agreed that the company shall use its own funds not exceeding RMB 50 million (including the principal amount) for cash management, while ensuring that it does not affect the normal operation of the company. The above limit shall be valid for one year from the date of approval by the supervisory board. Within the aforementioned limit and term range, it can be used in a rolling cycle. At the same time, authorize the chairman of the company to sign relevant contract documents within the above-mentioned quota, and the finance department of the company is responsible for organizing and implementing them.

Voting result: 3 votes in favor, 0 votes against, and 0 abstentions, reviewed and approved.

（2） The proposal on using idle raised funds for cash management has been reviewed and approved

After deliberation, it is agreed that the company, on the premise of ensuring that it does not affect the investment projects and normal operation of the raised funds, and effectively controls risks, will use idle raised funds with a limit of no more than RMB 500 million (including principal) for cash management, to invest in investment products with high safety, good liquidity, and meeting principal protection requirements, including but not limited to contract deposits, notice deposits, time deposits, structured deposits and other principal protection products, The maximum term for a single investment shall not exceed 12 months. This authorization is valid for 12 months from the date of approval by the company's board of directors. Within the above-mentioned limit and authorization period, funds can be used in a circular and rolling manner.

The use of idle raised funds for cash management this time can improve the efficiency and revenue of the company's fund utilization, facilitate the overall management of idle raised funds, and will not affect the normal development and business operation of the company's fundraising projects. There is no situation that harms the interests of the company and all shareholders, especially small and medium-sized shareholders, The review and decision-making process of this matter complies with the Regulatory Guidelines for Listed Companies No. 2- Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies

Relevant requirements include the Listing Rules for Stocks on the Growth Enterprise Board of Shenzhen Stock Exchange (Revised in December 2020) and the Guidelines for Standardized Operation of Companies Listed on the Growth Enterprise Board of Shenzhen Stock Exchange (Revised in 2020).

For specific details, please refer to the company's website on Juchao Information on the same day（ http://www.cninfo.com.cn ）The proposal on using self owned funds and idle raised funds for cash management published on (Announcement No. 2021-003).

Voting result: 3 votes in favor, 0 votes against, and 0 abstentions, reviewed and approved.

3、 File for reference

1. Resolution of the 8th Meeting of the 2nd Supervisory Board of Henan Kaiwang Electronic Technology Co., Ltd;

Henan Kaiwang Electronic Technology Co., Ltd

Supervisory Board

December 28, 2021

Securities code: 301182 Securities abbreviation: Kaiwang Technology Announcement number: 2021-004

Announcement of Henan Kaiwang Electronic Technology Co., Ltd. on Changing the Registered Capital, Company Type, Revising the Articles of Association, and Handling Industrial and Commercial Change Registration

Our company and all members of the board of directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, without any false records, misleading statements, or significant omissions.

The 12th meeting of the 2nd Board of Directors of Henan Kaiwang Electronic Technology Co., Ltd. (hereinafter referred to as "the Company") approved the Proposal on Changing the Registered Capital, Company Type, and Amending the Articles of Association and Handling Industrial and Commercial Change Registration, authorizing the Board of Directors to modify the relevant provisions of the Articles of Association and internal management system based on the specific situation of this issuance and listing, and to handle relevant matters such as industrial and commercial change registration, Therefore, this proposal does not need to be resubmitted to the shareholders' meeting for deliberation.

The specific situation is hereby announced as follows:

1、 Change of registered capital and company type

According to the approval of the China Securities Regulatory Commission on the registration of Henan Kaiwang Electronic Technology Co., Ltd.'s initial public offering of shares (CSRC License [2021] No. 3563), the company has issued 23.96 million RMB ordinary shares, with a face value of RMB 1.00 per share, Upon verification by Zhongqin Wanxin Certified Public Accountants (Special General Partnership), a capital verification report was issued on December 20, 2021, with Qinxin Verification Letter [2021] No. 0065. After this issuance, the registered capital of the company has been changed from 71.8617 million yuan to 95.8217 million yuan, and the company's share capital has been changed from 71.8617 million shares to 95.8217 million shares.

The company's stock was listed on the Growth Enterprise Market of Shenzhen Stock Exchange on December 23, 2021, and the company type was changed from "other limited liability companies (non listed)" to "other limited liability companies (listed)".

2、 Revision of Other Articles of Association of the Company

According to laws, regulations, rules, and normative documents such as the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, and the Guidelines for the Articles of Association of Listed Companies, and taking into account the actual situation of our company, we hereby propose to revise them Improve the relevant provisions of the draft articles of association of Henan Kaiwang Electronic Technology Co., Ltd. and change them to become effective as the articles of association of Henan Kaiwang Electronic Technology Co., Ltd. (hereinafter referred to as the "Articles of Association"),

The specific revision content is as follows:■

Except for the revised content mentioned above, other provisions of the Company's Articles of Association remain unchanged.

3、 Application for Industrial and Commercial Change Registration

The first extraordinary general meeting of shareholders of the company in 2020 approved the Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors to Fully Handle Matters Related to the Initial Public Offering of A-shares and Listing on the Growth Enterprise Market of the Company. The Board of Directors is authorized to supplement and modify relevant provisions of the company's articles of association and other rules and regulations (if necessary) based on the results of the stock issuance, and to handle relevant changes and approvals/registration matters with the competent authority for industry and commerce, Therefore, this proposal does not need to be resubmitted to the shareholders' meeting for deliberation. At the same time, the board of directors agrees to authorize relevant personnel of the company to handle the relevant business registration procedures. The registration items for this industrial and commercial change shall be subject to the final approval result of the relevant market supervision and management department.4、 File for reference

1. Resolution of the First Extraordinary General Meeting of Shareholders of Henan Kaiwang Electronic Technology Co., Ltd. in 2020;

2. Resolution of the 12th Meeting of the 2nd Board of Directors of Henan Kaiwang Electronic Technology Co., Ltd.

This announcement is hereby made.Board of Directors of Henan Kaiwang Electronic Technology Co., Ltd

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