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Securities code: 688301 Securities abbreviation: Yirui Technology Announcement No.: 2025-011
Conversion code: 118025 Conversion bond abbreviation: Yirui conversion bond
Shanghai Yirui Optoelectronics Technology Co., Ltd
Announcement on the expected routine related party transactions in 2025
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.
Important Content Notes:
Need to submit to the general meeting of shareholders for consideration: No
Impact of routine related-party transactions on the Company: The day-to-day related-party transactions between the Company and related parties follow the principles of fairness and reasonableness, and do not harm the interests of the Company and other non-related parties, do not harm the interests of small and medium-sized shareholders, do not rely on related parties, and do not affect the independence of the Company.
1. Basic information on routine related-party transactions
(1) Procedures for deliberating on the performance of routine related-party transactions
Shanghai Yirui Optoelectronics Technology Co., Ltd. (hereinafter referred to as the "Company") has been approved on January 22, 2025
The first meeting of the Audit Committee of the third board of directors in 2025 was held on Sunday, and the "Proposal on Routine Related Party Transactions Expected in 2025" was deliberated and approved.
The Company has convened the third special meeting of independent directors of the Board of Directors on January 22, 2025 for 2025
At the first meeting, the "Proposal on Expected Routine Related Party Transactions in 2025" was deliberated and approved, and it was agreed to submit the proposal to the board of directors for deliberation, and expressed the following opinions: the company expects that the routine related party transactions in 2025 will meet the development needs of the company's business operations, the transaction price will be fair, in line with the provisions of laws and regulations and the requirements of relevant systems, and will not harm the interests of the company and other non-related parties, and there will be no damage to the interests of small and medium-sized shareholders.
The 12th meeting of the third session of the board of directors and the third session of the board of supervisors of the company were held on January 22, 2025
The 11th meeting deliberated and passed the "Proposal on Expected Routine Related Party Transactions in 2025". Associated Directors
Tieer Gu, Cao Hongguang, Yang Weizhen, Richard Aufrichtig and Associate Supervisor Feng Hua in the above proposal
During the deliberation, the non-affiliated directors and supervisors attending the meeting unanimously agreed to the proposal. According to the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange and the Articles of Association of the Company, the proposal does not need to be submitted to the general meeting of shareholders for deliberation.
(2) The estimated amount and type of the routine related party transaction
According to the daily operation needs of 2025, the company will carry out various related party transactions related to daily operations
is reasonably expected as follows:
Unit: RMB 10,000 yuan
Accounting for the same class Accounting for the same kind of estimated amount
Related parties are expected to have a financial business compared with the actual business of the previous year and the actual business of the previous year
Easy Category Amount Example (%) Amount Incurred Amount Example (%) The difference in the amount of raw money is comparative
Big reason
Shenzhen Feisen Technology 4,000.00 2.16 3,531.67 1.90 Not applicable
To Related Persons Limited
Sales Beijing Weimai Medical Department 200.00 0.11 46.42 0.03 Not applicable
Products, Business Technology Co., Ltd
Product Beijing Nano Vigen
Technology Co., Ltd. 100.00 0.05 54.43 0.03 N/A
To the relevant Chengdu Yikang vacuum electricity
Persons Provision Sub-Technical Limitations 180.00 21.54 50.00 5.98 Not applicable
Leasing companies
Related E-ray Co., Ltd. 5,000.00 5.81 3,255.78 3.78 Changes in business requirements
People purchase Chengdu Yikang vacuum electricity
Commodities Sub-technical limited liability 2,000.00 2.32 1,024.63 1.19 Changes in business requirements
firm
Acceptable Zhang Hua 55.00 0.13 40.32 0.10 Not applicable
Jointly
For RadixView LLC 250.00 0.59 235.38 0.55 N/A
business
Total 11,785.00 8,238.63 /
Note: The above figures are tax-exclusive and unaudited; The calculation base for the proportion of similar businesses is audited in 2023
The amount of similar business.
(3) The projection and implementation of the previous routine related party transaction
Unit: RMB 10,000 yuan
Related Transactions Estimated Amount Incurred in the Previous Year Actual Amount Incurred in the Previous Year Estimated Amount and Actual
Easy Category Related Person Amount Amount Difference Occurs Amount
The reason for the difference
Shenzhen Feisen Technology Co., Ltd. 4,000.00 3,531.67 N/A
manage
Beijing Weimai Medical Technology Co., Ltd. 200.00 46.42 Not applicable
People Sales Co., Ltd
Products, Merchants Beijing Nano Vision Technology Co., Ltd. 300.00 54.43 Not applicable
product company
Chengdu Yikang Vacuum Electronic Technology 500.00 7.08 N/A
Limited Liability Company
Correlation Chengdu Yikang Vacuum Electronics Technology 2,000.00 1,024.63 Changes in business requirements
Purchasing LLC
Commodity E-ray Co., Ltd. 5,000.00 3,255.78 Change in business requirements
Acceptable Zhang Hua 53.00 40.32 Not applicable
Jointly
For RadixView LLC 247.00 235.38 N/A
business
Total 12,300.00 8,195.71 /
Note: The above figures are tax-exclusive and unaudited.
The above-mentioned related party transactions are in line with the development needs of the company's business at that time, the price is fair, in line with the provisions of the laws and regulations at the time of the transaction and the relevant systems of the company at the time of the transaction, and is conducive to the company's production, operation and long-term development, and does not harm the interests of the company and other non-related parties.
2. Basic information and related relationships of related parties
(1) Basic information of related persons
1. Shenzhen Feisen Technology Co., Ltd
The registered capital is 12.8347 million yuan
Legal representative: Liu Jinchi
Type of business: Limited liability company
Date of establishment May 17, 2004
Registered address: 901, 1001, Building D1, Nanshan Zhiyuan, No. 1001, Changyuan Community Xueyuan Avenue, Taoyuan Street, Nanshan District, Shenzhen
The general business items are: medical device related information consultation (excluding talent intermediary services and other restrictions.)
Business Scope Project); technology development, sales and after-sales door-to-door service of computer software and hardware and electronic products; domestic
Trade; investment in the establishment of industries (specific projects will be declared separately); Import and export business (above laws,
Except for items prohibited by administrative regulations and decisions of the State Council, restricted items can only be approved after obtaining a permit
battalion). The licensed business items are: Class II, Class III 6870 software, Class II 6855 dental equipment and apparatus
With, Class II 6840 Clinical Laboratory Analytical Instruments, Class II, Class III 6830 Medical X-Ray Equipment, II
Class III 6828 Medical Magnetic Resonance Equipment, Class II and Class III 6823 Medical Ultrasound Instruments and Related Equipment
Prepared, Class II 6822 Medical Optical Instruments, Instruments and Endoscopic Equipment, Class II 6821 Medical Electronic Instruments
operation of equipment and equipment; Production of Class II, Class III 6830 medical X-ray equipment, Class II 6831 medical X
Radiography Ancillary Equipment and Parts, Class III 6870 Software.
Shenzhen Feisen Health Management Co., Ltd., Suzhou Chenzhide Investment Partnership (Limited Partnership), Ning
Major shareholders: Bomeishan Bonded Port Zone Sequoia Tongxian Investment Management Partnership (Limited Partnership), Hangzhou CDH New Trend
Equity Investment Partnership (Limited Partnership), Zhangjiagang Taikang Qianzhen Equity Investment Partnership (Limited
partnership) and so on
Affiliation: A company controlled by Yang Weizhen, a director of the company
2. Beijing Weimai Medical Technology Co., Ltd. (former name: Beijing Weimai Medical Equipment Co., Ltd.)
The registered capital is 25.00 million yuan
Legal representative: Yang He
Type of enterprise: Company limited by shares
Date of establishment August 14, 2014
Registered address: Room 101, 1st Floor, Block B, No. 18 Xihuan South Road, Beijing Economic and Technological Development Zone, Beijing
General projects: technical services, technology development, technical consultation, technology exchange, technology transfer, technology
Popularize; Class II medical device sales; Class I medical device sales; technology import and export; goods in
Outlet; import and export agency; repair of special equipment; general machinery and equipment installation services; Type II medical care
equipment rental; Leasing of Class I medical devices; Conference & Exhibition Services. (Except for items subject to approval by law.)
Business scope Outside the project, independently carry out business activities according to the law with a business license) Licensed items: Class II medical device students
Give birth; Class III medical device production; Class III medical device operation; Class III medical device leasing.
(For projects subject to approval in accordance with the law, business activities can only be carried out after approval by relevant departments.)
The project shall be subject to the approval documents or licenses of relevant departments) (shall not engage in the national and municipal industrial policies
Prohibited and restricted business activities of such projects. )
Beijing Fenghui Derui Technology Partnership (Limited Partnership), Qingchi Capital Sunshine No. 2 Fund (LBC
Major shareholders Sunshine Healthcare Fund II L.P.), Ott 22 Hong Kong Holdings Limited
(AUT-XXII HK Holdings Limited), Cao Hongguang, Huagai Xincheng Medical and Health Investment in Chengdu
Partnerships (limited partnerships), etc
Affiliation: Cao Hongguang, a director of the company, serves as its director
3. Beijing Nano Vision Technology Co., Ltd
The registered capital is 25.6109 million yuan
Legal representative: Li Yunxiang
Type of business: Limited liability company
Date of Establishment: March 6, 2014
Registered address: 1-06, 1st Floor, Building 1, Yard 68, Beiqing Road, Haidian District, Beijing
General projects: technical services, technology development, technical consultation, technology exchange, technology transfer, technology
Business Scope Promotion; manufacturing of electronic components; retail of electronic components; wholesale of electronic components; import and export of goods;
technology import and export; import and export agency; R&D of machinery and equipment; sales of machinery and equipment; sales of electronic products;
Class II medical device sales. (Except for projects that must be approved in accordance with the law, they shall be opened independently according to law with a business license.)
Licensed items: production of Class II medical devices; Class III medical device operation; clause
Class III medical device production. (Projects subject to approval in accordance with the law can only be carried out after approval by relevant departments.)
business activities, specific business projects shall be subject to the approval documents or licenses of relevant departments) (shall not be engaged in the country
The business activities of such projects are prohibited and restricted by the industrial policy of the city. )
Beijing Junlian Yikang Equity Investment Partnership (Limited Partnership), Beijing Neptians Investment Management Partnership
Major shareholders Enterprise (Limited Partnership), Zhuhai Xia'an Equity Investment Partnership (Limited Partnership), Guangxi Tencent Chuang
Industry Investment Co., Ltd., Beijing Huiyuan Dingzhi Investment Management Partnership (Limited Partnership), Tianjin Huiyuan
Tongchuang Technology Partnership (Limited Partnership), etc
Affiliation: Cao Hongguang, a director of the company, serves as its director
4. Chengdu Yikang Vacuum Electronic Technology Co., Ltd
The registered capital is 27.9044 million yuan
Legal representative: Wu Yingzhi
Type of business: Other limited liability company
Date of establishment November 16, 2018
Registered address: No. 269, Gangtong North 3rd Road, North Area, Chengdu Modern Industrial Port, Pidu District, Chengdu
Electronic vacuum devices, microwave devices, electronic equipment, electromechanical equipment, instrumentation, electronic components
design, research and development, maintenance and sales; Production, sales and technical consultation of electronic linear accelerators and spare parts
Business Scope Inquiry; mechanical equipment design; processing and sales; Software R&D and technical consulting, technical services, technology
Transfer; Import and export of goods and technology (the above scope does not include national laws, administrative regulations, and decisions of the State Council.)
Restricted or prohibited projects, projects subject to approval in accordance with the law, can only be carried out after approval by relevant departments
business activities).
Chengdu Minak Enterprise Management Consulting Partnership (Limited Partnership), Haining Aix Optics Valley Innovation and Innovation
Major shareholders Business Investment Partnership (Limited Partnership), Wu Yingzhi, Jiaxing Tongjiasu Venture Capital Partnership (Yes
Limited Partnership), Shanghai Yiyi Yuanyao Enterprise Management Consulting Partnership (Limited Partnership), Yang Weizhen, etc
Affiliations Wu Yingzhi, the sister of Tieer Gu, the actual controller of the company, serves as its chairman, and Yang Weizhen, the company's director
Served as its director
5. E-ray Co., Ltd.
It was capitalized at KRW 50,621.45 million
Legal representative Youn Joong Suk
Type of Company: Company limited by shares (unlisted)
Date of Establishment October 16, 2020
Corporate Residence 10-10, 1st Floor, Cheonggi Street, Chengsan-gu, Changwon-si, Gyeongsangnam-do, South Korea
Business Scope Engaged in R&D, manufacturing and sales of radiological equipment and electrical diagnostic instruments.
Major shareholders Youn Joong Suk, Beijing Yirui Full-Shadow Technology Development Co., Ltd., etc
Affiliations of the Company's associates
6. Zhang Hua
Gender Female
Nationality Chinese
Major in financial management and foreign-related accounting; From 2013 to 2017, he served as the international trade officer of Suzhou Eastshow
Deputy General Manager of Korea ES GLOBALCO., LTD /ES Cosmetic
Responsible for supply chain construction, management and market expansion; From April 2017 to April 2020, Ren Yisixiu
Basic Information Assistant to the General Manager of Beauty Technology (Suzhou) Co., Ltd., responsible for business operation and management in China; 2020
Since April, he has served as the deputy general manager of Yirui Imaging Technology (Taicang) Co., Ltd., responsible for personnel administration
management and public relations management; Since April 2022, he has also served as Yirui Imaging Technology (Haining)
Deputy General Manager of Co., Ltd., responsible for personnel administration and public relations management.
Affiliation: Spouse of Feng Hua, Chairman of the Company's Board of Supervisors
7. Radix View LLC
The registered capital is 400,000 US dollars
Legal representative Richard Aufrichtig
Type of business: Overseas company
Date of establishment August 10, 2018
Corporate address 866 Garland Dr., Palo Alto CA 94303, USA
Business Scope Business Consulting, Management Consulting.
Major shareholder Richard Aufrichtig
Affiliations Richard Aufrichtig, director of the company, serves as its chief executive officer
(2) Analysis of performance capacity
The above-mentioned related parties all exist and operate normally in accordance with the law, and have good performance capabilities. The Company (and its subsidiaries) have signed or will sign relevant contracts or agreements with relevant parties in respect of the above transactions and strictly implement them in accordance with the agreements, and the performance of the contracts by both parties has legal guarantees.
3. The main content of routine related-party transactions
(1) The main content of the related party transaction
The daily related party transactions between the Company and related parties in 2025 are mainly for the sale of products and commodities to related parties, the provision of leasing and procurement of commodities to related parties, and the acceptance of labor services provided by related parties, which are carried out in accordance with the general market operation rules and treated equally with other business dealings in order to meet the daily operation and production needs of the Company, and all parties are carried out in accordance with fair and impartial market principles, which supports the production, operation and sustainable development of the Company to a large extent.
(2) The signing of the related party transaction agreement
After the 2025 annual daily related party transaction quota is expected to be deliberated and approved by the board of directors, the company (and its subsidiary
The company will sign specific transaction contracts or agreements with relevant related parties according to the business development situation.
Fourth, the purpose of daily related party transactions and the impact on the company
(1) The necessity of related party transactions
The Company's day-to-day related party transactions with the above-mentioned related parties are to meet the needs of the Company's business development and production and operation. The long-term and good partnership between the company and the above-mentioned related parties is reasonable and necessary to help the company continue to operate stably and promote the development of the company.
(2) The fairness of related party transactions
The transactions between the Company and the above-mentioned related parties are carried out on a fair basis in accordance with market rules, and the transactions conform to the principles of openness, fairness and impartiality, and there is no harm to the interests of the Company and its shareholders, especially small and medium-sized shareholders.
(3) Continuity of related party transactions
The Company maintains a stable cooperative relationship with the above-mentioned related parties, and at the same time, the amount of such related party transactions is relatively small, accounting for a relatively low proportion of similar transactions, and the Company's main business does not rely on related parties due to such transactions, and does not affect the independence of the Company.
The announcement is hereby made.
Board of Directors of Shanghai Yirui Optoelectronics Technology Co., Ltd
January 23, 2025
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