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证券代码:603309 证券简称:维力医疗 公告编号:2025-035
Core Viewpoint - The company plans to establish a subsidiary in Indonesia through its wholly-owned subsidiary WELL LEAD GLOBAL LIMITED, with a total investment of 500 billion Indonesian Rupiah (approximately 20 million RMB) to build a production base [2][4]. Group 1: Investment Overview - The investment will be made by WELL LEAD GLOBAL LIMITED contributing 475 billion Indonesian Rupiah for a 95% stake, while the chairman and actual controller, Xiang Bin, will invest 25 billion Indonesian Rupiah for a 5% stake [2][4]. - The investment aims to enhance the company's overseas production capabilities and expand its international market presence [4][15]. Group 2: Approval and Compliance - The investment has been approved by the company's board of directors with a unanimous vote, and the related party, Xiang Bin, abstained from voting [4][17]. - The investment is subject to necessary domestic and foreign investment filing procedures and local approvals in Indonesia [5][15]. Group 3: Financial and Operational Details - The total investment amount is 500 billion Indonesian Rupiah, which will be funded entirely from the company's own resources, ensuring no impact on its cash flow or financial stability [4][15]. - The investment will cover various aspects including leasing and renovating facilities, purchasing and installing equipment, and working capital [4][10]. Group 4: Related Party Transactions - The investment constitutes a related party transaction but does not qualify as a major asset restructuring under relevant regulations [2][6]. - The company has confirmed that there have been no other significant related party transactions exceeding 30 million RMB in the past 12 months [7][19]. Group 5: Future Implications - Establishing the Indonesian subsidiary is a strategic move to improve the company's global manufacturing footprint and meet international customer demands [15]. - The company anticipates that this investment will have a positive long-term impact on its growth and operational strategy [15].
维力医疗: 维力医疗关于对外投资设立境外孙公司暨关联交易的公告
Zheng Quan Zhi Xing· 2025-05-21 11:27
Core Viewpoint - The company plans to establish a subsidiary in Indonesia through its wholly-owned subsidiary WELL LEAD GLOBAL LIMITED, with a total investment of 500 billion Indonesian Rupiah (approximately 20 million RMB) to build a production base [1][2][6]. Summary by Sections 1. Overview of Foreign Investment and Related Transactions - The investment aims to enhance the company's overseas production capabilities and service supply [2][6]. - The total investment is 500 billion Indonesian Rupiah, with WELL LEAD GLOBAL LIMITED contributing 475 billion Indonesian Rupiah (95% ownership) and Chairman Xiang Bin contributing 25 billion Indonesian Rupiah (5% ownership) [1][2]. 2. Approval Process - The investment was approved by the company's board of directors with 6 votes in favor and no opposition, and the related party Xiang Bin abstained from voting [3][8]. - The investment requires domestic and Indonesian regulatory approvals, including investment permits and company registration [3][6]. 3. Related Party Information - Xiang Bin is the chairman and actual controller of the company, holding 31.42% of the shares indirectly [4][6]. - The investment does not constitute a major asset restructuring as defined by regulations [4][6]. 4. Financial Data of the Investment Entity - WELL LEAD GLOBAL LIMITED has total assets of approximately 81.45 million RMB and net assets of about 40.10 million RMB as of December 31, 2024 [4]. - The company reported a net profit of 760,748.08 RMB for the first quarter of 2025 [4]. 5. Investment Agreement Details - The investment agreement stipulates that both parties will contribute funds based on the construction progress and operational needs of the Indonesian subsidiary [5][6]. - The agreement includes clauses for breach of contract and dispute resolution through negotiation or arbitration [6]. 6. Impact of the Investment - The establishment of the Indonesian subsidiary is a strategic move to expand international market reach and meet overseas customer demands [6][7]. - The investment will be funded entirely from the company's own resources, ensuring no adverse impact on daily cash flow or financial stability [7]. 7. Historical Related Transactions - There have been no significant related transactions with the same related party exceeding 30 million RMB in the past 12 months, aside from disclosed routine transactions [8][9].
维力医疗(603309) - 维力医疗关于对外投资设立境外孙公司暨关联交易的公告
2025-05-21 10:16
证券代码:603309 证券简称:维力医疗 公告编号:2025-035 广州维力医疗器械股份有限公司 关于对外投资设立境外孙公司暨关联交易的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏,并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示: 投资标的名称:印尼孙公司(尚未成立),公司名称以当地相关部门最终 注册核准的名称为准,以下简称"印尼孙公司"。 交易简要内容:广州维力医疗器械股份有限公司(以下简称"公司")拟 通过全资子公司 WELL LEAD GLOBAL LIMITED(維力環球有限公司)作为出资主 体,与公司董事长、实际控制人向彬先生共同投资设立印尼孙公司,并投资建设 印尼生产基地,项目总投资 500 亿印尼盾(折合人民币约 2,000 万人民币,实际 投资金额以相关主管部门批准金额为准),其中維力環球有限公司出资 475 亿印 尼盾,持股 95%,向彬出资 25 亿印尼盾,持股 5%。 本次对外投资涉及与公司董事长、实际控制人向彬先生共同投资,构成 关联交易,但不构成《上市公司重大资产重组管理办法》规定的重大资产重组。 本事项已经公司第五届董事 ...
5月20日晚间重要公告一览
Xi Niu Cai Jing· 2025-05-20 10:19
Group 1 - Hongjing Technology signed a service contract for an intelligent computing project with a total amount of 597 million yuan, valid for 5 years [1] - Weifu High-Tech's subsidiary invested 220 million yuan to establish a joint venture with Shanghai Baolong Automotive Technology [2] - Zhongshan Public received approval for the registration of short-term financing bonds amounting to 2 billion yuan and medium-term notes of 3 billion yuan [3] Group 2 - Lianhua Technology established a venture capital fund with a total commitment of 200 million yuan, contributing 100 million yuan as a limited partner [4] - Changan Technology's shareholder signed an agreement to transfer 6.27% of the company's shares to Hefei State Capital Venture Investment [6] - Hangzhou Garden announced a cash dividend of 0.5 yuan per 10 shares, totaling 6.62 million yuan [8] Group 3 - Huamao Technology plans to acquire 100% equity of Fuchuang Youyue, leading to a temporary suspension of its stock [9] - Zhuojin Co. won a bid for a soil remediation project in Hefei with a contract value of 67.68 million yuan [10] - Shanghai Pharmaceuticals received FDA approval for two drugs, enhancing its product portfolio [10] Group 4 - Fuxing Pharmaceutical's senior vice president resigned for personal reasons [12] - Baolong Technology's subsidiary plans to invest 180 million yuan in a joint venture [13] - ST Zhongdi intends to utilize surplus funds from a project company, with a maximum of 106 million yuan [14] Group 5 - Nanchao Food reported a significant decline in net profit for April, down 82.14% year-on-year [16] - Changshan Pharmaceutical received a drug registration certificate in Belarus for a new product [18] - Nanshan Aluminum established a wholly-owned subsidiary for photovoltaic energy projects with an investment of 5 million yuan [20] Group 6 - Bozhong Precision announced the resignation of a director and deputy general manager [22] - Xinjiang Jiaojian won a bid for a highway construction project valued at 451 million yuan [23] - Guangzhou Restaurant declared a cash dividend of 0.48 yuan per share, totaling 273 million yuan [25] Group 7 - Weili Medical's subsidiary obtained a medical device operating license, allowing it to engage in wholesale activities [27] - New Australia Co. announced a cash dividend of 0.3 yuan per share, totaling 219 million yuan [28] - Lianhua Technology's subsidiary entered the new third board innovation layer [29] Group 8 - Huaxi Energy's chairman resigned due to personal reasons [31] - Yipin Hong plans to use up to 500 million yuan of idle funds for cash management [33] - Shouhua Gas intends to purchase bauxite resources through market means [34] Group 9 - Jincheng signed a service agreement for underground mining operations at the Komakau Copper Mine, valued at approximately 805 million USD [34] - Wanrun New Energy signed a supply contract with CATL for lithium iron phosphate products, with a total supply of about 1.32 million tons [35] - Weili plans to transfer 100% equity of a subsidiary to Chengfa Environment for 100 million yuan [36] Group 10 - Zhenlei Technology's subsidiary received government subsidies of 2.21 million yuan, positively impacting profits [38] - Weir shares plan to change their name to "Haowei Group" to reflect strategic direction [39] - YTO Express reported a revenue increase of 16.32% in April, totaling 5.755 billion yuan [39]
维力医疗(603309) - 维力医疗关于控股子公司取得医疗器械经营许可证的公告
2025-05-20 08:16
证券代码:603309 证券简称:维力医疗 公告编号:2025-034 广州维力医疗器械股份有限公司 关于控股子公司取得医疗器械经营许可证的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或 者重大遗漏,并对其内容的真实性、准确性和完整性承担法律责任。 广州维力医疗器械股份有限公司(以下简称"公司")控股子公司广州利健益 医疗器械科技有限公司(以下简称"利健益",本公司持股占比 70%)于近日收到 广州市市场监督管理局签发的《第三类医疗器械经营许可证》。现将有关情况公告 如下: 企业负责人:张钊 经营方式:批发 经营场所:广州市南沙区珠江街兴隆路15号之一(N2栋)自编710房 库房地址:广州市番禺区化龙镇国贸大道南47号二号厂房4层403室 经营范围:2002年分类目录:** 2017年分类目录:01,02,03,04,05,06,07,08,10,12,13,14,16(角膜 接触镜及其护理液除外),17,18,20,21,22** 有效期限:2025年5月7日至2030年5月6日 一、证书主要内容 备案编号:粤穗药监械经营许20250562号 统一社会信用代码:91440115M ...
证券代码:603309 证券简称:维力医疗 公告编号:2025-033
Meeting Overview - The shareholders' meeting was held on May 15, 2025, at the company's office in Guangzhou [1] - The meeting was chaired by the chairman, Mr. Xiang Bin, and utilized a combination of on-site and online voting methods, complying with the Company Law and Articles of Association [1] Attendance - Out of 7 current directors, 5 attended the meeting, while 3 supervisors were present [1] - The company’s vice president and board secretary, Mr. Chen Bin, also attended the meeting [1] Resolutions Passed - The following resolutions were approved: - 2024 Annual Report and Summary [2] - 2024 Board of Directors' Work Report [2] - 2024 Supervisory Board Work Report [2] - 2024 Financial Settlement and 2025 Financial Budget Report [2] - 2024 Profit Distribution Plan [2] - Various resolutions regarding directors' salaries for 2024 [3] - Resolutions concerning the application for comprehensive credit limits from banks and guarantees for wholly-owned subsidiaries [4] - Approval for the reappointment of the accounting firm for 2025 [4] - Amendments to the Articles of Association regarding the increase of business addresses [4] Voting Results - Resolutions 9 and 11 were special resolutions requiring a two-thirds majority, which were successfully passed [4] - Other resolutions were ordinary matters requiring a simple majority, all of which were also approved [4] - Certain resolutions involved related shareholders abstaining from voting [4] Legal Verification - The meeting was witnessed by Beijing Zhonglun (Shenzhen) Law Firm, confirming that the meeting complied with legal requirements [5]
维力医疗: 维力医疗2024年年度股东大会法律意见书
Zheng Quan Zhi Xing· 2025-05-15 13:44
Group 1 - The legal opinion confirms that the convening and holding procedures of the shareholders' meeting comply with the Company Law, Shareholders' Meeting Rules, and the company's articles of association [1][4][5] - The shareholders' meeting was called by the company's board of directors, which is deemed qualified to convene the meeting [2][4] - A total of 4 shareholders and their representatives attended the meeting in person, representing 146,754,356 shares, accounting for 50.11% of the total voting shares [2][3] Group 2 - 176 shareholders participated in the online voting, representing 19,405,568 shares, which is 6.63% of the total voting shares [3] - The meeting did not vote on any matters not listed in the meeting notice, nor were there any modifications or new proposals introduced [4] - The voting process was conducted through a combination of in-person and online voting, and the results were announced immediately after the counting [4][5] Group 3 - The legal opinion concludes that all aspects of the shareholders' meeting, including the qualifications of attendees and the voting procedures, were in accordance with legal and regulatory requirements [4][5]
维力医疗: 《维力医疗公司章程》(2025年5月修订)
Zheng Quan Zhi Xing· 2025-05-15 13:44
Core Points - The company aims to manufacture high-quality medical supplies to promote human health and provide satisfactory economic benefits to investors [13] - The registered capital of the company is RMB 292.868018 million [6] - The company was approved for its initial public offering of 25 million shares on March 2, 2015, and is listed on the Shanghai Stock Exchange [3][4] Chapter Summaries General Provisions - The company is established as a joint-stock limited company based on the approval from the Guangzhou Foreign Trade and Economic Cooperation Bureau [2] - The company operates under the laws of the People's Republic of China, including the Company Law and Securities Law [1] Business Objectives and Scope - The business scope includes retail of medical supplies, manufacturing of medical plastic products, and various medical equipment [14] - The company is committed to high-quality production and enhancing human health [13] Shares - The total number of shares issued by the company is 292,868,018, all of which are ordinary shares [20] - The company adheres to principles of fairness and transparency in share issuance [16] Shareholders and Shareholder Meetings - Shareholders have rights to dividends, participate in meetings, and supervise company operations [33] - The company must hold annual shareholder meetings within six months after the end of the fiscal year [45] Voting and Resolutions - Ordinary resolutions require a simple majority, while special resolutions require two-thirds majority approval from attending shareholders [78][80] - Shareholders can propose agenda items for meetings, and the company must notify them of the meeting details in advance [56][57]
维力医疗(603309) - 《维力医疗公司章程》(2025年5月修订)
2025-05-15 13:17
广州维力医疗器械股份有限公司 章程 广州维力医疗器械股份有限公司 章程 二〇二五年五月 | | | | 第一章 | 总则 | 1 | | --- | --- | --- | | 第二章 | 经营宗旨和范围 | 2 | | 第三章 | 股份 | 2 | | 第一节 | 股份发行 | 2 | | 第二节 | 股份增减和回购 | 3 | | 第三节 | 股份转让 | 4 | | 第四章 | 股东和股东大会 | 5 | | 第一节 | 股东 | 5 | | 第二节 | 股东大会的一般规定 8 | | | 第三节 | 股东大会的召集 | 11 | | 第四节 | 股东大会的提案与通知 12 | | | 第五节 | 股东大会的召开 | 14 | | 第六节 | 股东大会的表决和决议 16 | | | 第五章 | 董事会 | 22 | | 第一节 | 董事 | 22 | | 第二节 | 董事会 | 24 | | 第六章 | 总经理及其他高级管理人员 32 | | | 第七章 | 监事会 | 34 | | 第一节 | 监事 | 34 | | 第二节 | 监事会 | 34 | | 第八章 | 财务会计制度、利润分配和审计 36 ...
维力医疗(603309) - 维力医疗2024年年度股东大会决议公告
2025-05-15 13:15
证券代码:603309 证券简称:维力医疗 公告编号:2025-033 广州维力医疗器械股份有限公司 2024年年度股东大会决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏,并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示: 本次会议是否有否决议案:无 一、 会议召开和出席情况 (一)股东大会召开的时间:2025 年 5 月 15 日 (二)股东大会召开的地点:广州市番禺区化龙镇国贸大道南 47 号公司一号楼二 楼会议室 (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况: | 1、出席会议的股东和代理人人数 | 180 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数(股) | 166,159,924 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | 56.7354 | | 份总数的比例(%) | | (四)表决方式是否符合《公司法》及《公司章程》的规定,股东大会主持情况等。 本次股东大会由公司董事会召集,董事长向彬先生主持,大会采用现场投票和网 络投票相结合的表决方式进行表决,会议的召开和表 ...