Securities code: 688020 securities abbreviation: Guangzhou Fangbang Electronics Co.Ltd(688020) Announcement No.: 2022-020
Guangzhou Fangbang Electronics Co.Ltd(688020)
Announcement on the company's bill pool business
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
According to the actual business development and financing needs, the company and its subsidiaries within the scope of merger plan to carry out bill pool business with banks and other financial institutions with a spot balance of no more than 200 million yuan, and the final amount shall be subject to the actual approval of the bank. Within the scope of the above quota and business term, the board of directors of the company authorizes the chairman (or his designated authorized agent) to handle the above matters and sign relevant legal documents with the bank on behalf of the company. All the legal and economic responsibilities arising therefrom shall be borne by the company. The above authorization period is valid within 12 months from the date of deliberation and approval by the board of directors.
After the foreign exchange hedging business is deliberated and approved by the board of directors, it is not necessary to submit it to the general meeting of shareholders for deliberation. Guangzhou Fangbang Electronics Co.Ltd(688020) (hereinafter referred to as "the company") deliberated and adopted the proposal on the company's development of bill pool business at the first meeting of the third board of directors and the first meeting of the third board of supervisors on Wednesday, February 16, 2022, and agreed that according to the needs of the company's business development, the company and its subsidiaries within the scope of merger according to the actual business development and financing needs, It is proposed to carry out bill pooling business with banks and other financial institutions with a spot balance of no more than 200 million yuan, and the final amount shall be subject to the actual approval of the bank. Within the scope of the above quota and business term, the board of directors of the company authorizes the chairman (or his designated authorized agent) to handle the above matters and sign relevant legal documents with the bank on behalf of the company. All the legal and economic responsibilities arising therefrom shall be borne by the company. The above authorization period is valid within 12 months from the date of deliberation and approval by the board of directors. The relevant matters are hereby announced as follows:
1、 Basic information of bill pool business
1. Business Overview
Bill pool refers to a comprehensive bill value-added service that banks provide customers with a series of services such as identification, query, custody and collection of commercial bills, and can provide withdrawal, discount, pledge and invoicing of commercial bills at any time according to the needs of customers, so as to ensure the business needs of enterprises. Through systematic management, the bank realizes the requirements of bill liquidity management for customers. This business can comprehensively revitalize the company's bill assets, reduce the customer's bill management cost, effectively improve the company's bill income, and effectively reduce the company's bill risk.
2. Cooperative financial institutions
The cooperative bank to carry out the bill pool business is a large and medium-sized commercial bank with good credit in China. The specific authorized management of the cooperative bank is determined according to the cooperative relationship between the company and commercial banks, the bill pool service ability of commercial banks and other comprehensive factors. 3. Implementation subject
The implementation subject of bill pool business is the company and its subsidiaries within the scope of consolidated statements, and there is no sharing of bill pool quota with the company's controlling shareholders, actual controllers and their related parties.
4. Implementation quota
The amount of bill pool business to be carried out shall not exceed 200 million yuan, that is, the balance of pledged bills used by the company and its subsidiaries to carry out bill pool business with cooperative financial institutions shall not exceed 200 million yuan, which can be recycled within the above limit.
5. Business term
The authorization period is 12 months from the date of deliberation and approval at the meeting of the board of directors of the company.
6. Guarantee mode
Under the premise of controllable risk, the company and its subsidiaries within the scope of consolidated statements can adopt various guarantee methods for the establishment and use of bill pool, such as maximum pledge, guarantee guarantee, general pledge, certificate of deposit pledge, bill pledge, guarantee deposit pledge and so on, The specific form and amount of each guarantee are authorized to be determined by the management of the company according to the business needs of the company and its subsidiaries within the scope of merger and the principle of maximizing the interests of the system.
2、 Purpose of bill pool business
1. Reduce management costs
By carrying out the bill pool business, the company and its subsidiaries within the scope of consolidated statements can deposit the received commercial bills into the cooperative financial institutions for centralized management, and the cooperative financial institutions handle custody, collection and other businesses on behalf of them, which is conducive to optimizing the financial structure, reducing management risks and reducing management costs.
2. Balance the ticket holding and ticket consumption of the company and its subsidiaries within the scope of consolidated statements
By carrying out the bill pool business, the unified management and overall use of the company's internal bills can be realized, and the quota can be adjusted as needed, which is conducive to solving the problem of the imbalance between the company and its subsidiaries within the scope of consolidated statements, and comprehensively revitalizing the bill assets.
3. Improve the efficiency of capital use
The company and its subsidiaries within the scope of consolidated statements use part of the outstanding stock bills as pledge, issue bills not exceeding the total amount of pledge, and use them to pay the payment for goods from suppliers and other daily operations, which is conducive to reducing the occupation of monetary funds and improving the utilization rate of funds.
3、 Risk analysis and control measures
1. Liquidity risk
To carry out the bill pool business, it is necessary to open a special margin account for the pledge financing business of the bill pool in the cooperative financial institution as the entry account for the due collection of the pledged bills under the bill pool. If the due dates of notes receivable and notes payable are inconsistent, the collected funds will enter the margin account applied by the company to the cooperative bank, which will have a certain impact on the liquidity of the company's funds.
Risk control measures: the company and its subsidiaries within the scope of consolidated statements can eliminate this impact by replacing the margin with newly received bills, and the capital liquidity risk is controllable.
2. Guarantee risk
The company and its subsidiaries within the scope of consolidated statements pledge the bills entering the bill pool, apply to cooperative financial institutions for issuing bank acceptance bills to pay the payment for goods from suppliers and other daily operations, and handle collection and settlement with the maturity of the pledged bills. If the bills cannot be collected normally at maturity, the amount of the pledged bills is insufficient, As a result, the cooperative financial institution requires the company to provide additional guarantee.
Risk control measures: after the company and its subsidiaries within the scope of consolidated statements carry out bill pool business, they will establish bill pool account, arrange special personnel to connect with cooperative banks for tracking management, timely understand the collection and settlement of expired bills, and arrange new bills to enter the pool, so as to ensure the safety and liquidity of bill pool.
4、 Decision making procedure and organization implementation
1. The board of directors authorizes the management to exercise the decision-making power of specific operations and sign relevant contract documents within the authorized amount and business period, including but not limited to selecting qualified commercial banks and determining the specific amount, collateral, guarantee form and amount of bill pool that can be used by the company and subsidiaries within the scope of consolidated statements.
2. The Finance Department of the company shall timely analyze and track the business progress of the bill pool. If adverse factors are found or judged, it will take corresponding measures to control risks and report to the management of the company in time.
3. The Audit Department of the company is responsible for auditing and supervising the development of bill pool business.
4. The independent directors and the board of supervisors have the right to supervise and inspect the specific conditions of the company's bill pool business.
5、 Opinions of independent directors and board of supervisors
(I) opinions of the board of supervisors
At present, the company is in good operation and stable financial condition. The company's bill pool business can comprehensively manage the company's bills receivable and bills payable to be issued, revitalize the company's bill assets, reduce the company's capital occupation, optimize the financial structure and improve the capital utilization rate, without damaging the interests of the company and all shareholders. Therefore, the company is approved to carry out bill pool business.
(II) opinions of independent directors
Through verification, we believe that the company's bill pool business will help reduce the cost of the company's management of commercial bills, improve the use efficiency of current assets, optimize the financial structure, improve the utilization rate of funds, and maximize the shareholders' rights and interests. There is no damage to the interests of the company and investors.
6、 Online announcement attachment
1. Independent opinions of Guangzhou Fangbang Electronics Co.Ltd(688020) independent directors on matters related to the first meeting of the third board of directors.
It is hereby announced.
Guangzhou Fangbang Electronics Co.Ltd(688020)
Board of directors February 17, 2022
