Home > News content

The music network issued a bulletin in Xinle, which will not exceed 3 billion yuan in cash and debt.

via:博客园     time:2018/4/10 14:34:49     readed:241

orgsrc=https://images2018.cnblogs.com/news/66372/201804/66372-20180410130022301-2103722708.jpg

On April 9th ​​news, LeTV.com announced the announcement of the resolution of the 57th meeting of the 3rd Board of Directors, saying that as of now, the company has pledged the shares of the new LeTV zhijia. If the company fails to repay the debt on time, the pledged equity will be disposed of according to law. , The company will face the risk of losing the new LeTV Wisdom Mastermind, and therefore adjust the company's articles of association, thus losing the new music as the actual control of Wisdom.

According to the announcement, Xinlezhizhijia will increase its cash and debt in accordance with the valuation of RMB 9 billion to no more than RMB 3 billion. The capital increase plan is mainly focused on the introduction of new investors. After the completion of the above capital increase plan, LeTV.com's share of New LeTV Zhijia has decreased. At the same time, LeTV.com gave up its right to prioritize the capital increase.

Following is the full text of the announcement

LeTV Information Technology (Beijing) Co., Ltd. (hereinafter referred to as “Company” or “LesTV”) held a notice of the 57th meeting of the third board of directors on April 4, 2018 Either by e-mail, fax, or telephone, etc., to all directors, the meeting was held on April 9, 2018, at 10:00 a.m. in the company's conference room, with the combination of on-site and communication. There should be 5 directors who should attend the meeting and 5 directors who actually attended the meeting. The convening and holding of the meeting were in compliance with the provisions of the "Company Law of the People's Republic of China" and "Articles of Association" and related laws, administrative regulations, departmental rules, and regulatory documents. The meeting was chaired by Ms. Liu Shuqing, the chairman of the board of directors. The directors attended the meeting and fully considered the proposals. The resolution was formed as follows:

I. Reviewed and passed the "Proposal on the Plan for Capital Increase of New Lezhi Zhijia Electronic Technology (Tianjin) Co., Ltd."

On January 2, 2018, the company convened the 52nd meeting of the third session of the Board of Directors to consider and approve the "Proposal on the Company's Contribution to the Increase in the Subsidiary's Subsidiary and Related Transactions" and "About New Lezhi Zhijia Electronic Technology (Tianjin) Co., Ltd. Proposal for the proposed replenishment plan." Recently, after communicating with the investors, the company temporarily confirmed the current capital increase transaction plan as:

New Lezhi Zhijia Electronic Technology (Tianjin) Co., Ltd. (hereinafter referred to as “New Lezhi Zhijia”) will increase its cash and debt in accordance with a valuation of RMB 9 billion to no more than RMB 3 billion. This capital increase plan is mainly to introduce new investment. Based on the above, after completion of the replenishment plan mentioned above, LeTV.com’s share of New LeTV Zhijia’s shares decreased. At the same time, LeTV.com gave up its right to prioritize the capital increase.

According to the terms of the new Lezhi Wisdom Charter, the number of directors on the board of directors is four, of which LeTV has the right to nominate three directors and Tianjin Jiaru has the right to nominate one director. Accordingly, LeTV.com has a significant impact on the voting of the new LeTV Zhijia shareholders meeting, and can determine that more than half of the members of the board of directors are optional and still have actual control.

After the completion of this capital increase, LeTV.com remains the largest shareholder of Xinle Zhizhizhi. The scope of the company's consolidated statements has not changed and will not affect the company's financial status, operating results, future main business, and continuing operations. The matter did not damage the interests of the company, shareholders, especially small and medium shareholders.

The company’s board of directors agreed that the company and other counterparties sign documents such as a formal capital increase agreement.

The company's board of directors will perform the corresponding decision-making and approval procedures and information disclosure obligations in accordance with the specific circumstances of the implementation of the replenishment plan.

Voting results: 5 votes in favor, 0 votes against, 0 abstentions. The motion was passed.

Second, reviewed and passed the "on the election of the third session of the Board of Directors nomination committee's motion"

According to the relevant provisions of the Company Law, the Articles of Association, and the Implementation Rules for the Nomination Committee of the Board of Directors, if a member no longer serves as a director of the company during his term of office, he will automatically lose his membership and the board will make up for the selection of members.

The Board of Directors selects Ms. Liu Shuqing and Wang Leijian as the members of the Third Board Nomination Committee. After the election, Ms. Liu Shuqing, Mr. Wang Leixiang and Mr. Zheng Lu together form the third meeting of the nomination committee of the Board of Directors, including Ms. Liu Shuqing. As the chairman of the committee, the term of office shall start from the date of the deliberation and approval of the board of directors until the expiry of the third session of the board of directors.

Voting results: 5 votes in favor, 0 votes against, 0 abstentions. The motion was passed.

3. Examined and passed the Proposal on Election of Members of the Remuneration and Appraisal Committee of the Third Session of the Board of Directors

According to the "Company Law", "Articles of Association" and other relevant laws and regulations and the "Regulations of the Board of Directors on Compensation and Appraisal Committee", if a member no longer serves as a director of the company during his term of office, he will automatically lose his membership and the board of directors will make up for the selection of members.

The Board of Directors elected Ms. Liu Shuqing and Wang Leirang as members of the third term of the Remuneration and Appraisal Committee of the Board of Directors. After the election, Ms. Liu Shuqing, Mr. Wang Leirang and Mr. Zheng Lu together formed the remuneration and appraisal committee of the third session of the Board of Directors. Among them, Ms. Liu Shuqing is the chairman and the term of office expires on the date of the deliberation and approval of the board of directors until the expiry of the third session of the board of directors.

Voting results: 5 votes in favor, 0 votes against, 0 abstentions. The motion was passed.

4. Reviewed and approved the "Proposal on Election of Members of the Third Committee's Strategy Committee"

According to the "Company Law", "Articles of Association" and other relevant laws and regulations and the "Board Strategy Committee Implementation Details

In accordance with the provisions of the Rules, if a member no longer serves as a director of the company during his term of office, he will automatically lose his membership and the board of directors will make up for the selection of members.

The company recently received an application from Mr. Liu Hong who resigned from the board of directors of the company's strategy committee. After Mr. Liu Hong resigned, he still held the position of vice chairman of the company.

The Board of Directors elected Ms. Liu Shuqing and Mr. Zhang Zhao as members of the strategy committee of the third session of the Board of Directors. After the election, Ms. Liu Shuqing, Mr. Zhang Zhao and Mr. Zheng Lu together formed the strategic committee of the third session of the Board of Directors, of which Ms. Liu Shuqing was the chairman. The term of office shall begin on the date of approval by the board of directors and expire on the expiry date of the third board of directors.

Voting results: 5 votes in favor, 0 votes against, 0 abstentions. The motion was passed.

V. Examining and adopting the Proposal on Election of the Audit Committee of the Third Board of Directors

According to the provisions of the Company Law, the Articles of Association, and other relevant laws and regulations and the Implementation Rules of the Audit Committee of the Board of Directors, if a member no longer serves as a director of the company during his term of office, he automatically loses his membership and the board of directors fills up the candidate.

The Board of Directors elected Ms. Liu Shuqing and Wang Leirang as members of the Audit Committee of the third session of the Board of Directors. After the election, Ms. Liu Shuqing, Mr. Wang Leirang and Mr. Zheng Lu jointly formed the Audit Committee of the Third Session of the Board of Directors, of which Ms. Liu Shuqing is The chairman of the committee shall hold office from the date of the approval of the board of directors until the expiry of the third term of the board of directors.

Voting results: 5 votes in favor, 0 votes against, 0 abstentions. The motion was passed.

Six, for reference documents

Resolutions of the 57th Meeting of the Third Board of Directors;

Special announcement.

LeTV Information Technology (Beijing) Co., Ltd. Board of Directors

April 9, 2018

China IT News APP

Download China IT News APP

Please rate this news

The average score will be displayed after you score.

Post comment

Do not see clearly? Click for a new code.

User comments