Securities code: 002078 securities abbreviation: Shandong Sun Paper Co.Ltd(002078) Announcement No.: 2022-004 Shandong Sun Paper Co.Ltd(002078)
Announcement on the establishment of Nanning Shandong Sun Paper Co.Ltd(002078) Co., Ltd
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions.
1、 Overview of foreign investment
Shandong Sun Paper Co.Ltd(002078) (hereinafter referred to as " Shandong Sun Paper Co.Ltd(002078) " or "the company") plans to establish a wholly-owned limited liability company with a registered capital of 1 million yuan in Liujing Industrial Park, Hengzhou, Nanning, Guangxi Zhuang Autonomous Region. The company's name is tentatively determined as Nanning Shandong Sun Paper Co.Ltd(002078) Co., Ltd. (hereinafter referred to as "newly established company" or "Nanning sun").
On February 9, 2022, the company held the third meeting of the eighth board of directors, deliberated and adopted the proposal on the establishment of Nanning Shandong Sun Paper Co.Ltd(002078) Co., Ltd.
According to the articles of association, the approval authority of this foreign investment is within the approval authority of the board of directors of the company, and does not need to be approved by the general meeting of shareholders; This foreign investment does not involve related party transactions and does not constitute a major asset reorganization as stipulated in the administrative measures for major asset reorganization of listed companies.
2、 Basic information of the newly established company
1. Name of newly established company: Nanning Shandong Sun Paper Co.Ltd(002078) Co., Ltd. (tentative name, subject to final approval and registration)
2. Type of newly established company: limited liability company
3. Registered capital and contribution ratio of the newly established company: the newly established company to be invested and established shall be invested by Shandong Sun Paper Co.Ltd(002078) in cash. The newly established company plans to have a registered capital of 100 million yuan and Shandong Sun Paper Co.Ltd(002078) owns 100% of the shares.
4. Registered address of the newly established company: Nanning, Guangxi Zhuang Autonomous Region
5. Main business scope of the newly established company
General business items: paper manufacturing, paper products manufacturing and paper products sales; Tree planting and management; Primary Shenzhen Agricultural Products Group Co.Ltd(000061) acquisition and timber acquisition; Sales of building materials; Wholesale of hardware products; Sales of chemical products (excluding licensed chemical products); General cargo warehousing services (excluding hazardous chemicals and other items requiring approval); Port cargo handling activities, port tally, handling, information consulting services (excluding licensing information consulting services), leasing services (excluding licensing leasing services); Goods import and export, technology import and export, technical services, technology development, technical consultation, technology exchange, technology transfer and technology promotion; Engage in investment activities with its own funds.
Licensed business items: power generation business, power transmission business and power supply (distribution) business; Port operation.
(the proposed business scope of the above newly established company shall be subject to the contents finally approved and registered by the registration authority)
3、 Main contents of foreign investment contract
This foreign investment is the establishment of a wholly-owned subsidiary of the company, so there is no need to sign a foreign investment contract.
4、 Purpose of investment and establishment of subsidiaries and its impact on Shandong Sun Paper Co.Ltd(002078)
Guangxi Zhuang Autonomous Region has a forest area of 223 million mu, with a forest coverage rate of 62.5%, ranking third in the country; The total output value of forest and grass industry reached 766.2 billion yuan, ranking second in China; The timber output is 36 million cubic meters, ranking first in China for many consecutive years. It is the most important timber production base in China (relevant data source: the press conference on the implementation of high-quality development of forestry green industry in Guangxi held by the Information Office of the people's Government of Guangxi Zhuang Autonomous Region at the press release Hall of Guangxi on December 20, 2021); Guangxi Zhuang Autonomous Region is the province with the largest planting area of artificial forest and fast-growing forest in China. Guangxi's rich wood resources have created unique conditions for the paper industry.
In order to realize the sustainable development of Shandong Sun Paper Co.Ltd(002078) and adapt to the inevitable trend of industrial transformation and upgrading, the company takes the construction of "Forest Pulp paper integration" as an important measure for Shandong Sun Paper Co.Ltd(002078) sustainable operation. In recent years, one belt, one road project, has been built in Shandong, Guangxi and Laos. The three major bases of the system are Shandong Sun Paper Co.Ltd(002078) , which has the characteristics of "forestry pulp paper integration". The three bases will enable the Shandong Sun Paper Co.Ltd(002078) industry to realize the "one belt" economic belt, the coastal areas and the inland areas of the motherland, and make up the short layout of the strategic layout of the plant.
Guangxi Zhuang Autonomous Region is the best implementation area for China to implement the "Forest Pulp paper integration" project. According to the actual development of the company, the newly established company will take Nanning as the investment place of the proposed project and continue to expand its business in Guangxi Zhuang Autonomous Region. Nanning is the capital of Guangxi. At present, Guangxi proposes the strategy of strengthening the capital during the 14th Five Year Plan period, Build a "capital city" with the development of advanced industries and the development of "integrated manufacturing city" as the development goal and a new look of "port city". The implementation of the proposed investment project of the company's new company in Nanning will further integrate and complement with the Beihai project of Guangxi base and the "Forest Pulp paper integration" project of Laos base to form synergy, which will help the company build a complete raw material supply system, realize enterprise transformation and upgrading, and continuously improve the company's core competitiveness and sustainable development ability, Open wider growth space for the company.
On the basis of full investigation, investigation and scientific planning, the newly established company will carry out relevant project construction in Liujing Industrial Park, Hengzhou, Nanning, Guangxi, combine the capital and technical advantages of Shandong Sun Paper Co.Ltd(002078) with the rich forest resources and logistics and transportation advantages of the investment place in Guangxi, and plan to follow the mode of "Forest Pulp paper integration" to take a green, low-carbon and recyclable development path. Under the background of transformation and upgrading of national development strategy and advocating "green GDP", the new company will make beneficial exploration on accelerating the development of paper industry to green industry, realize industrial transformation and upgrading, and actively apply emerging technologies such as digitization, intelligence and intensification to build the proposed project into a world-class project with ecological energy conservation, low-carbon environmental protection and scientific and technological intelligence.
This foreign investment is invested by the company's own funds. There is no behavior that damages the interests of the listed company, nor does it damage the legitimate interests of the company's shareholders, especially the minority shareholders, and will not have an adverse impact on the company's production and operation activities.
5、 Risk tips
The company's investment in the establishment of a wholly-owned subsidiary needs to be approved by the market supervision and administration department. After the establishment of Nanning sun, the proposed project can be implemented only after the approval or filing of relevant national departments and complete procedures; At the same time, the newly established company may face market risks, operation and management risks in the process of operation. In view of the above risks, the company will continue to improve its corporate governance structure, optimize resource allocation and business strategy, and prevent and deal with relevant risks.
The establishment of Nanning sun will not have an impact on the company's operating performance for the time being. The company will pay close attention to the progress of relevant investment and fulfill the obligation of information disclosure in time according to relevant regulations. Please invest rationally and pay attention to investment risks.
6、 Directory of documents for future reference
Resolution of the third meeting of the eighth board of directors.
It is hereby announced.
Shandong Sun Paper Co.Ltd(002078) board of directors February 10, 2002
