浙江福莱新材料股份有限公司关于将分公司资产、负债及人员划转至全资子公司并对全资子公司增资的进展公告

Overview of the Announcement - The company has approved the transfer of assets, liabilities, and personnel from its Yantai branch to its wholly-owned subsidiary, Yantai Fulai New Materials Technology Co., Ltd, along with a capital increase for the subsidiary [2][3] Asset and Liability Transfer - The transfer involves the Yantai branch's total assets amounting to 628.24 million yuan and liabilities of 635.11 million yuan, resulting in a net asset value of -6.88 million yuan as of April 30, 2025 [3] - The transfer will be executed at book value, and any changes in assets and liabilities from the transfer date to the actual transfer date will be adjusted accordingly [3] Capital Increase Details - The company will increase the registered capital of Yantai Fulai by 350 million yuan, with the remaining 6.88 million yuan allocated to the capital reserve [4] - Post-increase, the registered capital of Yantai Fulai will rise from 30 million yuan to 380 million yuan, maintaining the company's 100% ownership [4] Employee Transition - All employees from the Yantai branch will be transferred to Yantai Fulai, following the principle of "people move with assets and business" [6] - Necessary procedures for re-signing labor contracts and transferring social insurance will be conducted in compliance with relevant laws and regulations [6] Contractual Obligations - The company will handle the transfer of rights and obligations related to existing contracts and agreements to Yantai Fulai, while any agreements that cannot be transferred will remain the responsibility of the company [7] Corporate Compliance - Both companies have confirmed their legal status and compliance with necessary authorizations for signing the transfer agreement [8][9] Business Registration Update - Yantai Fulai has completed the business registration for the capital increase and received a new business license, with the updated registered capital now at 380 million yuan [10] Impact on the Company - The transfer of assets and liabilities is a reallocation within the consolidated financial statements and will not significantly impact the company's financial or operational status [11]