Securities code: 000852 securities abbreviation: Sinopec Oilfield Equipment Corporation(000852) Announcement No.: 2022-005 Sinopec Oilfield Equipment Corporation(000852)
About the company’s application for Entrusted loan from China Petroleum & Chemical Corporation(600028) group company
And related party transactions
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Basic information of related party transactions
(I) overview of related party transactions
1. In order to further broaden the financing channels of Sinopec Oilfield Equipment Corporation(000852) (hereinafter referred to as “the company” or “the company”) and effectively reduce the financing cost of the company, the company plans to apply for an entrusted loan from Petrochina Company Limited(601857) Chemical Group Co., Ltd. (hereinafter referred to as “Sinopec Group”) in 2022. The entrusted loan scale is no more than 600 million yuan and the annual interest rate of the loan is no more than 3.3%. 2. On January 26, 2022, the fourth meeting of the eighth board of directors of the company deliberated and adopted the proposal on the company’s application for Entrusted loan from China Petroleum & Chemical Corporation(600028) group company in 2022 with 5 votes in favor, 0 against and 0 abstention. When the board of Directors voted on the proposal, director he Zhiliang and director Zhang Jinhong were affiliated directors and avoided voting on the proposal.
3. The related party transaction has been approved in advance by independent directors and issued independent opinions. The full text of the prior approval opinions and independent opinions are disclosed on cninfo.com on the same day as this announcement.
4. This connected transaction must be approved by the general meeting of shareholders.
5. This connected transaction does not constitute a major asset reorganization as stipulated in the administrative measures for major asset reorganization of listed companies.
6. Unless otherwise specified, the monetary unit of this announcement is RMB.
2、 Related person introduction and relationship
(I) basic information
Company name: Petrochina Company Limited(601857) Chemical Group Co., Ltd
Unified social credit Code: 9111000010169286×1
Registered capital: 326547222000 yuan
Date of establishment: September 14, 1983
Legal representative: Ma Yongsheng
Address: No. 22, Chaoyangmen North Street, Chaoyang District, Beijing
Company type: limited liability company (solely state-owned)
Term of operation: long term
Shareholders and shareholding ratio: state owned assets supervision and Administration Commission of the State Council, 100%
Business scope: organize the exploration, exploitation, storage and transportation (including pipeline transportation), sales and comprehensive utilization of oil and natural gas of affiliated enterprises; Organize the petroleum refining of affiliated enterprises; Organize the wholesale and retail of refined oil products of affiliated enterprises; Organize the production, sales, storage and transportation of petrochemical and other chemical products of affiliated enterprises; Industrial investment and investment management; Exploration design, construction, construction and installation of petroleum and petrochemical engineering; Maintenance of petroleum and petrochemical equipment; Mechanical and electrical equipment manufacturing; Technology and information, research, development, application and consulting services of alternative energy products; Import and export business. (market entities shall independently choose business projects and carry out business activities according to law; projects that must be approved according to law shall carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in business activities of projects prohibited and restricted by national and municipal industrial policies.)
3、 Main contents of related party transactions
The company plans to apply for Entrusted loan from the controlling shareholder Sinopec Group, with the entrusted loan scale of no more than 600 million yuan and the annual interest rate of the loan of no more than 3.3%.
4、 Purpose of related party transactions and its impact on Listed Companies
This connected transaction is based on the purpose of further filling the company’s working capital and expanding capital channels, which is conducive to the operation and development of the company. Comply with the current relevant regulations and the actual business needs of the company. This connected transaction will not have a significant impact on the company’s independence and current operating performance, and will not damage the interests of the company and shareholders, especially minority shareholders.
5、 From the beginning of the year to the disclosure date, the total amount of entrusted loans accumulated with the related party. From January 1, 2022 to the disclosure date, the company accepted the entrusted loan of Sinopec Group of RMB million.
6、 Prior approval and independent opinions of independent directors of the company
1. This time, the company applied for Entrusted loan from the controlling shareholder Sinopec Group Company, which is conducive to supplementing the working capital of the company and promoting the business development of the company. It is agreed to submit the above matters to the board of directors of the company for deliberation.
2. The procedures of the meeting convened and convened by the board of directors to review the related party transaction proposal comply with the provisions of relevant laws, regulations and the articles of association. At the meeting of the board of directors, the related directors avoided voting, and the other directors passed the related party transaction proposal after deliberation. The company’s application for Entrusted loan from Sinopec Group will further replenish the company’s working capital and be conducive to the development of the company’s business. There is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. It is agreed to submit the above matters to the general meeting of shareholders of the company for deliberation.
7、 Documents for future reference
1. Resolutions of the fourth session of the eighth board of directors;
2. Independent opinions of independent directors.
It is hereby announced
Sinopec Oilfield Equipment Corporation(000852) board of directors
January 28, 2022
