上海万业企业股份有限公司关于全资子公司参与发起设立股权投资基金暨关联交易的公告

Core Viewpoint - Shanghai Wanye Enterprise Co., Ltd. plans to establish a private equity investment fund through its wholly-owned subsidiary, Nantong Wanye Technology Development Co., Ltd., with an initial investment of 299 million yuan, aiming for a total fundraising target of 1 billion yuan [2][6]. Group 1: Fund Establishment and Investment Direction - The fund, tentatively named Chongqing Liangjiang Chip Venture Capital Private Equity Fund, will focus on investments in the integrated circuit industry and its upstream and downstream sectors, as well as high-quality enterprises in emerging fields such as digital economy, artificial intelligence, and new energy [2][21]. - Nantong Wanye will contribute 299 million yuan, representing 29.90% of the fund's total target size [6][15]. Group 2: Related Party Transactions - The fund's management will be handled by Shanghai Semiconductor Equipment Materials Industry Investment Management Co., Ltd., which is a related party of the company [2][7]. - The establishment of the fund constitutes a related party transaction but does not qualify as a major asset restructuring, and it was approved by the company's board of directors without needing shareholder approval [2][8]. Group 3: Approval Process - The proposal for the fund's establishment was unanimously approved by the independent directors and subsequently by the board of directors, with related party directors abstaining from the vote [28][30]. Group 4: Fund Management and Operations - The fund will operate as a limited partnership, with a management fee of 2% per year based on the total capital contributions during the investment period [19]. - The fund's investment decisions will be made by an investment decision committee, ensuring a structured approach to project investments and exits [18]. Group 5: Strategic Importance - This investment aligns with the company's strategic goals and is expected to enhance its core competitiveness and market influence by investing in projects that are relevant and synergistic with its main business [26][29].