Jianruiwoeng: Announcement on Signing the Investment Cooperation...

Jianruiwoeng: Announcement on Signing the Investment Cooperation Framework Agreement and the Pledge of the Wholly-owned Subsidiary
sourceanorama Network Release time: 2018-03-19 17:35
　　　　　　　　　　Shaanxi Jianruwo Energy Co., Ltd.

Announcement on Signing of the Investment Cooperation Framework Agreement and the Pledge of the Wholly-owned Subsidiary

　　　 The company and all members of the board of directors ensure that the contents of the announcement are true, accurate and complete, and that there is no false record

　Contained misleading statements or major omissions.

　　Special Note:

　　1. The "Investment Cooperation Framework Agreement" signed this time is only an intentional framework agreement and only express agreement

The initial willingness to cooperate and the results of consultations between the parties, the formal implementation of the matter, still need to be based on due diligence and other results

Conduct further consultations and negotiations, and submit relevant parties to the relevant authorities, such as the board of directors/shareholders’ general meeting

The meeting passed. Therefore, there is still a great deal of uncertainty. Investors are advised to invest rationally and pay attention to risks.

　　2. Following matters related to this framework agreement, the company will follow the “Company Law” and “GEM

The regulations and requirements of relevant laws and regulations, such as the "Regulatory Operation Guidelines" and "Articles of Association" of the company, fulfill corresponding decisions

And approval procedures, and perform information disclosure obligations according to law;
　3. This transaction does not constitute a related party transaction, nor does it constitute the "Administrative Measures for Major Assets Reorganization of Listed Companies".

The specified major asset restructuring;

　　 First, the transaction overview
　　1. To promote the battle of Shaanxi Jianerwo Energy Co., Ltd. (hereinafter referred to as "company" or "Party A")

Slight development and meeting the capital requirements for the company's and wholly-owned subsidiaries' business development, the company recently cooperated with Zhejiang Huayou Co.

Industry Co., Ltd. (hereinafter referred to as "Huayue Cobalt" or "Party B") signs the "Investment Cooperation Framework Agreement"

("Framework Agreement"), Huayou Cobalt intends to pass the investment company's wholly-owned subsidiary, Hong Kong Furui

Holding Co., Ltd. (hereinafter referred to as "Furry Holdings" or "C") indirectly holds Altura

The shares (Furue Holdings holds a 17.47% stake in Altura Corporation). According to the agreement of the framework agreement,

To promote the realization of the purpose of cost investment, Huayou Cobalt has paid RMB one billion to the company first

(¥100,000,000) earnest money. The fourth director of the company held on March 17, 2018

The "Proposal on the Equity Mortgage of the Company's Wholly Owned Subsidiaries" passed by the seventh meeting was considered as the

Guarantee of the amount of money, the board of directors agreed that the company and the Huayou Cobalt Industry Co., Ltd. will sign the "Share Mortgage Deed", which will be held by the company
1
Furui Holdings 100% equity is pledged to Huayou Cobalt. The company’s board of directors authorizes the company’s management

To handle this mortgage issue within the scope of the agreement, sign the "Share Mortgage Deed" and other related legal documents.Pieces.

　　2. The framework agreement is stamped with official seals by all parties and reviewed and approved by both parties in the internal decision-making process.Effective from date.

　　3. This transaction does not constitute a related party transaction, nor does it constitute the "Administrative Measures for Major Assets Reorganization of Listed Companies".

The specified major asset restructuring. This matter does not need to be submitted to the general meeting of shareholders for review within the authority of the board of directors.