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凌云光技术股份有限公司关于对外投资暨关联交易的公告
Core Viewpoint - The company plans to establish a joint venture named Shenzhen Zhixian Robot Technology Co., Ltd. with a total registered capital of 50 million RMB, aiming to integrate core technological advantages and create an AI intelligent terminal ecosystem [2][4][17]. Summary by Sections 1. Overview of Related External Investment - The joint venture will be formed by the company's wholly-owned subsidiary, Beijing Yuanke Shijie Technology Co., Ltd., along with Shenzhen Zhouming Technology Co., Ltd. and its affiliate, Beijing Zhipu Huazhang Technology Co., Ltd. [2][4]. - The investment amounts are as follows: Zhouming Technology will contribute 25 million RMB (50% stake), Zhipu will contribute 15 million RMB (30% stake), and Yuanke Shijie will contribute 10 million RMB (20% stake) [2][4]. - The investment aims to build an integrated solution combining hardware terminals, algorithm models, and interactive perception technologies for various applications in education, meetings, and cultural tourism [4][17]. 2. Investment Details - The joint venture's registered capital is set at 50 million RMB, with all parties contributing cash from their own funds [12][9]. - The pricing for the investment was agreed upon at 1.00 RMB per registered capital, deemed fair and reasonable [10]. 3. Management Structure - The joint venture will have a board of directors consisting of five members, with Zhouming Technology nominating three, Zhipu nominating one, and Yuanke Shijie nominating one [8]. - Key management positions will include a general manager, a deputy general manager, a CFO, and a CTO, with nominations distributed among the partners [8]. 4. Impact on the Company - This investment aligns with the company's strategic development, enhancing resource integration and improving sustainable growth and competitive advantage [17]. - The funding for this transaction will not affect the company's normal operations, as it is sourced from self-owned funds [17]. - The transaction does not involve management changes or new competitive situations post-completion [18][19]. 5. Approval Process - The transaction has been approved by the company's independent directors and the board of directors, and does not require shareholder meeting approval [21][24].
凌云光:拟出资1000万元参与设立合资公司
Core Viewpoint - The announcement indicates that Lingyun Guang plans to establish a joint venture with Shenzhen Zhouming Technology Co., Ltd. and Beijing Zhipu Huazhang Technology Co., Ltd. to enhance AI technology applications in various sectors [1] Group 1: Joint Venture Details - The joint venture, named Shenzhen Zhixian Robot Technology Co., Ltd., will have a registered capital of 50 million yuan [1] - Beijing Yuanke Shijie Technology Co., Ltd. will invest 10 million yuan, holding a 20% stake in the joint venture [1] Group 2: Strategic Objectives - The investment aims to integrate the core technological advantages of the three parties to build an innovative ecosystem for AI smart terminals [1] - The focus will be on promoting the application of intelligent agents in education, meetings, and cultural tourism [1] Group 3: Transaction Classification - This transaction is classified as a related party transaction but does not constitute a major asset restructuring [1] - The transaction has been approved by the company's board of directors [1]