Securities code: 002015 securities abbreviation: Gcl Energy Technology Co.Ltd(002015) Announcement No.: 2022-008 Gcl Energy Technology Co.Ltd(002015)
Announcement on signing strategic cooperation framework agreement with Guiyang Industrial Development Holding Group Co., Ltd
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. Special tips:
1. This agreement is a framework agreement for strategic cooperation between both parties. For specific cooperation projects, both parties or their designated related parties shall separately sign individual cooperation contracts. The specific rights and obligations of both parties on project cooperation shall be subject to the formal agreement signed by both parties on the project. The company will perform the necessary decision-making procedures and information disclosure obligations in accordance with relevant regulations. There are certain uncertainties in the performance of the framework agreement. Please pay attention to the investment risks.
2. The strategic cooperation framework agreement signed this time will not have a significant impact on the company’s financial status and operating performance this year.
3. This agreement is a strategic cooperation framework agreement of the company, which does not involve specific transaction targets and investment amount. It does not need to be submitted to the board of directors for deliberation, nor does it constitute related party transactions or major asset restructuring.
4. See “VI. other relevant instructions” in this announcement for the details of the framework agreement or intentional agreement disclosed by the company in the last three years.
1、 Overview of framework agreement signing
1. Gcl Energy Technology Co.Ltd(002015) (hereinafter referred to as “the company” and ” Gcl Energy Technology Co.Ltd(002015) “) and Guiyang Industrial Development Holding Group Co., Ltd. (hereinafter referred to as “Guiyang industrial control group”) signed the strategic cooperation framework agreement (hereinafter referred to as “the agreement”) on February 10, 2022.
In order to better implement the target concept of “carbon peak in 2030 and carbon neutralization in 2060”, give full play to local advantages, introduce industrial resources, and drive the new energy vehicle and low-carbon clean energy industry chain in Guiyang, Guizhou Province to achieve high-quality and all-round development through chain building, chain supplement, chain strengthening and chain extension, the two sides are based on the principles of equality, voluntariness, complementary advantages, mutual benefit and win-win results, Jointly establish a long-term and stable cooperative relationship and reach a cost cooperation agreement.
The two sides will carry out cooperation around the digital management of batteries and energy assets, the construction and operation of power exchange and energy supplement network, new power system and energy storage, battery materials and industrial funds, so as to effectively support the sustainable development needs of new energy vehicle energy supply, energy digitization and the agglomeration of elements of the whole industrial chain of new energy in Guiyang, Guizhou Province, Assist the coordinated development of new energy vehicles and low-carbon clean energy industrial clusters in Guiyang, Guizhou Province.
2. This agreement is a framework agreement and does not involve specific transaction targets and investment amount. It does not need to be submitted to the board of directors for deliberation, nor does it constitute related party transactions or major asset restructuring. The company will perform necessary decision-making procedures and information disclosure obligations according to specific cooperation matters.
2、 Introduction to the counterparty
1. Basic information
Company name: Guiyang Industrial Development Holding Group Co., Ltd
Legal representative: Luo Jialing
Registered capital: 300 million yuan
Main business: urban infrastructure construction, public utility operation, park development, financial and trade services, tourism culture, industrial manufacturing, etc.
Registered address: building of Guiyang Rural Commercial Bank Co., Ltd., tb-1, exhibition business district, Changling North Road, guanshanhu District, Guiyang City, Guizhou Province.
Upon inquiry, Guiyang industrial control group is not a dishonest executee.
2. Association description
Guiyang industrial control group has no relationship with the company and its controlling shareholders, actual controllers, directors, supervisors and senior managers. In recent three years, the company has no similar transactions with Guiyang industry control group.
3、 Main contents of framework agreement
(I) both parties
Party A: Guiyang Industrial Development Holding Group Co., Ltd
Party B: Gcl Energy Technology Co.Ltd(002015)
(II) cooperation background
In order to better implement the target concept of “carbon peak in 2030 and carbon neutrality in 2060”, give full play to local advantages and realize high-quality and all-round development of low-carbon clean energy industry chain, the two sides have jointly established a long-term and stable cooperative relationship based on the principles of equality, voluntariness, complementary advantages and mutual benefit.
(III) cooperation objectives
The two sides will carry out cooperation around the digital management of batteries and energy assets, the construction and operation of power exchange and energy supplement network, new power system and energy storage, battery materials and industrial funds, so as to effectively support the sustainable development needs of new energy vehicle energy supply, energy digitization and the agglomeration of elements of the whole industrial chain of new energy in Guiyang, Guizhou Province, Assist the coordinated development of new energy vehicles and low-carbon clean energy industrial clusters in Guiyang, Guizhou Province.
(IV) cooperation content
1. Party A and Party B will cooperate around the battery and energy asset management business.
2. Party A and Party B will cooperate around the construction and operation of power exchange network.
3. Party A and Party B will cooperate around the new power system and energy storage business.
4. Party A and Party B will carry out fund cooperation around the carbon neutralization industry, invest in leading enterprises and industrial resources, complement the existing resources in Guiyang City, Guizhou Province, and improve the factor agglomeration of the whole new energy industry chain.
5. Party A and Party B will use the advantages of big data industry in Guiyang to carry out energy big data and full life cycle digital asset management, and explore the innovation of carbon footprint, carbon score, carbon quota and other evaluation and trading mechanisms.
6. Party A will actively promote the promotion and application of new energy vehicles in Guizhou and strive for relevant support; Party B will coordinate the industrial resources of GCL system and support the development of carbon neutral industrial clusters in Guizhou.
7. Party A and Party B will jointly explore the integration of Guizhou new energy source network load storage and multi energy complementary cooperation.
(V) other matters
1. This agreement is the guiding document and basis for the long-term strategic cooperation between both parties. On the premise of complying with laws and regulations, regulatory requirements and internal control of both parties, both parties will negotiate on the cooperation matters involved on the basis of this agreement.
2. This agreement only expresses the cooperation intention of both parties, which belongs to the intentional agreement of the cooperation intention and basic principles of both parties. The specific plans and final rights and obligations of both parties related to relevant cooperation shall be subject to the finally signed cooperation agreement, fund agreement and other relevant agreements.
3. This Agreement shall come into force from the date when both parties affix their official seals.
4、 Impact of the agreement on the company
1. The signing of this strategic cooperation framework agreement aims to realize the complementary advantages and close cooperation of resources between the two sides, which is conducive to further improving the company’s market competitiveness and sustainable profitability, and is in line with the company’s long-term development strategy and the interests of all shareholders.
2. The signing of this agreement will not have a significant impact on the financial status and operating performance of the company this year. The signing of this agreement will not affect the business independence of the company. The impact on the operating performance of the company in the future will depend on the promotion and implementation of specific projects.
5、 Risk tips
The framework agreement signed this time is a principled agreement on cooperation between the two sides, and the specific cooperation business shall be subject to the formal cooperation agreement signed separately.
There are certain uncertainties in the performance of the framework agreement. Please pay attention to the investment risks.
The company will continue to pay attention to the progress of the signing of the strategic cooperation agreement, and timely perform the necessary examination and approval procedures and information disclosure obligations in accordance with the requirements of relevant laws, regulations and normative documents such as the stock listing rules of Shenzhen Stock Exchange.
6、 Other relevant instructions
(I) the company has disclosed the framework agreement or intention agreement in the last three years
1. On March 31, 2021, the company signed the strategic cooperation agreement with CICC Capital Operation Co., Ltd., which is a framework statement based on the principle of cooperation intention of both parties. The specific cooperation rules, cooperation scale, cooperation content and other matters will be subject to the specific agreement signed by both parties in the future. For details, please refer to the announcement on the progress of signing the strategic cooperation agreement (Announcement No.: 2021-032) disclosed by the company on April 1, 2021. The agreement is in normal operation and does not fall short of expectations.
2. On May 26, 2021, the company signed the cooperation framework agreement with Urumqi ganquanbao economic and Technological Development Zone (Industrial Zone), which is a framework statement based on the cooperation intention of both parties. The specific cooperation rules, cooperation scale, cooperation content and other matters will be subject to the specific agreement signed by both parties in the future. For details, see the announcement on signing the strategic cooperation framework agreement (Announcement No.: 2021-053) disclosed by the company on May 31, 2021. The agreement is in normal operation and does not fall short of expectations.
3. On July 5, 2021, the company and Zhejiang Geely new energy Commercial Vehicle Group Co., Ltd. signed the strategic cooperation framework agreement. This agreement is the framework agreement for strategic cooperation between the two sides. For specific cooperation projects, the two parties or their designated affiliates shall separately sign individual cooperation contracts, The specific rights and obligations of both parties on the project cooperation shall be subject to the formal agreement signed by both parties on the project. For details, please refer to the announcement on signing the strategic cooperation framework agreement with Zhejiang Geely new energy Commercial Vehicle Group Co., Ltd. (Announcement No.: 2021-069) disclosed by the company on July 7, 2021. There is no failure to meet expectations in the normal development of the agreement.
4. On August 12, 2021, the company signed the cooperation framework agreement with Hangzhou Qulian Technology Co., Ltd., which is a framework agreement for strategic cooperation between the two parties. For specific cooperation projects, the two parties or their designated affiliates shall separately sign individual cooperation contracts. The specific rights and obligations of the two parties on Project cooperation shall be subject to the subsequent formal agreements signed by the two parties on the project. For details, please refer to the announcement on signing a cooperation framework agreement with Hangzhou Qulian Technology Co., Ltd. (Announcement No.: 2021-085) disclosed by the company on August 16, 2021. There is no failure to meet expectations in the normal development of the agreement.
5. On August 12, 2021, the company and Shanghai Xijing Information Technology Co., Ltd. signed the cooperation framework agreement. This agreement is the framework agreement for strategic cooperation between the two parties. For specific cooperation projects, the two parties or their designated affiliates shall separately sign individual cooperation contracts. The specific rights and obligations of the two parties on project cooperation shall be subject to the subsequent formal agreements signed by the two parties on the project. For details, see the announcement on signing a cooperation framework agreement with Shanghai Xijing Information Technology Co., Ltd. (Announcement No.: 2021-086) disclosed by the company on August 16, 2021. The agreement is in normal operation and does not fail to meet expectations.
6. On September 3, 2021, the company signed the strategic cooperation framework agreement with Hunan Automobile Manufacturing Co., Ltd. Changsha branch and Hunan xingbida netlink Technology Co., Ltd. this agreement is the framework agreement of strategic cooperation between all parties. For specific cooperation projects, each party or its designated related parties shall sign separate cooperation contracts, The specific rights and obligations of all parties on the project cooperation shall be subject to the formal agreement signed by all parties on the project. For details, please refer to the announcement on signing the strategic cooperation framework agreement with Hunan Automobile Manufacturing Co., Ltd. Changsha branch and Hunan xingbida netlink Technology Co., Ltd. (Announcement No.: 2021-097) disclosed by the company on September 6, 2021. The agreement is under normal development and does not fall short of expectations.
7. On November 20, 2021, the company signed the strategic cooperation framework agreement with light orange era (Shenzhen) Technology Co., Ltd., which is the framework agreement for strategic cooperation between all parties. For specific cooperation projects, individual cooperation contracts shall be signed by all parties or their designated affiliates, The specific rights and obligations of all parties on the project cooperation shall be subject to the formal agreement signed by all parties on the project. The announcement on the non existence of the cooperation agreement with Shenzhen Shidai Technology Co., Ltd. on November 23, 2021 (see the announcement on the non existence of the cooperation agreement with Shenzhen Shidai Technology Co., Ltd.) for details.
8. On January 19, 2022, the company signed the cooperation framework agreement with Beijing jingshenxiang Technology Co., Ltd. this agreement is a framework agreement for strategic cooperation between all parties. For specific cooperation projects, each party or its designated related parties shall separately sign individual cooperation contracts. The specific rights and obligations of each party on project cooperation shall be subject to the subsequent agreements of each party
The formal agreement entered into in this project shall prevail. For details, see the announcement on signing a cooperation framework agreement with Beijing Jingshen Technology Co., Ltd. (Announcement No.: 2022-005) disclosed by the company on January 20, 2022. There is no failure to meet expectations in the normal development of the agreement.
9. On January 19, 2022, the company signed a cooperation framework agreement with Chengdu hechen Yingjia mining partnership (limited partnership) and Qujing century Tiansheng Mining Co., Ltd. this agreement is a framework agreement for strategic cooperation between all parties. For specific cooperation projects, individual cooperation contracts shall be signed by all parties or their designated affiliates, The specific rights and obligations of all parties on the project cooperation shall be subject to the formal agreement signed by all parties on the project. For details, please refer to the announcement on signing cooperation framework agreement with Chengdu hechen Yingjia mining partnership (limited partnership) and Qujing century Tiansheng Mining Co., Ltd. (Announcement No.: 2022-003) disclosed by the company on January 20, 2022. The agreement is in normal operation and does not fail to meet expectations.
10. On January 15, 2022, the company signed the strategic cooperation agreement with Zhejiang Yineng New Energy Technology Co., Ltd. this agreement is the framework agreement for the strategic cooperation of all parties. For the specific cooperation project, each party or its designated affiliates shall separately sign individual cooperation contracts. The specific rights and obligations of each party on the project cooperation shall be subject to the formal agreement signed by each party on the project. For details, see the announcement on signing a strategic cooperation agreement with Zhejiang Yineng New Energy Technology Co., Ltd. (Announcement No.: 2022-004) disclosed by the company on January 20, 2022. There is no failure to meet expectations in the normal development of the agreement.
(II) during the three months before the signing of this framework agreement, the controlling shareholders, shareholders holding more than 5% shares, directors, supervisors and senior managers of the company have not changed their shareholding during their tenure. At present, the company has not received plans for the lifting of restrictions on sales and share reduction of restricted shares held by controlling shareholders, shareholders holding more than 5% and directors, supervisors and senior managers.
7、 Documents for future reference
1. Gcl Energy Technology Co.Ltd(002015) strategic cooperation with Guiyang industry control group
