Securities code: 002601 securities abbreviation: Lb Group Co.Ltd(002601) Announcement No.: 2022-026 Lb Group Co.Ltd(002601)
Announcement on signing strategic cooperation framework agreement with the second geological and Mineral Survey Institute of Henan geological and mineral exploration and Development Bureau
The company and all members of the board of directors guarantee that the information is true, accurate and complete without false records, misleading statements or major omissions.
1、 Overview of agreement signing
Recently, Lb Group Co.Ltd(002601) (hereinafter referred to as "the company") and the second geological and Mineral Survey Institute of Henan geological and mineral exploration and Development Bureau (hereinafter referred to as "the second Institute") signed the strategic cooperation framework agreement. In accordance with the provisions of relevant laws and regulations, in the spirit of good faith, mutual benefit, voluntariness and win-win, and following the principle of complementary advantages in business fields, both parties have reached the framework agreement on cost strategic cooperation. Through the cooperation between the two sides, drive the development of mining industry and related industries, and promote the sustained, rapid and healthy economic development of the two sides.
This agreement is an intentional framework agreement and does not involve a specific amount. According to the articles of association and relevant provisions, the signing of this Agreement does not need to be submitted to the board of directors or the general meeting of shareholders for deliberation.
This Agreement does not involve related party transactions and does not constitute a major asset reorganization specified in the administrative measures for major asset reorganization of listed companies.
2、 Basic information of partners
1. Unit name: the second geological and Mineral Survey Institute of Henan geological and mineral exploration and Development Bureau
2. Unified social credit Code: 124100007374059777
3. Type: public institution
4. Address: No. 56, Lianhua street, high tech Zone, Zhengzhou, Henan
5. Person in charge: Guo Mingfu
6. Start up capital: 47.742 million yuan
7. Purpose and business scope: to provide geological and mineral exploration services for national construction. Regional geology, hydrogeology, engineering geology and environmental geology survey, mineral geology survey and exploration, geophysical and geochemical exploration, geological mapping and engineering survey, geological exploration engineering, analysis and identification of rock, mineral, human trace elements and water quality, construction of building foundation pile engineering, collection and analysis of geological data, research and promotion of geological technology, Geological hazard risk assessment, geological hazard control engineering exploration and design.
8. The second Institute has no relationship with the controlling shareholders, actual controllers, directors, supervisors and senior managers of the company.
3、 Main contents of the agreement
Party A: Lb Group Co.Ltd(002601)
Party B: the second geological and Mineral Survey Institute of Henan geological and mineral exploration and Development Bureau
(I) advantages and cooperation basis of both parties
Party A has rich management experience in large enterprises and strong technical and financial strength, and has reached China's advanced level in the development and utilization of mineral products, smelting of mineral products and comprehensive utilization of resources.
Party B has technical and talent advantages in geological prospecting, geological services, geological technology and related environmental geology, agricultural geology, urban geology, etc.
The advantages of both sides are well complementary, and both sides have the intention and vision of mineral resources development cooperation outside China, so they have a solid foundation for win-win cooperation.
(II) purpose of cooperation
Through the cooperation between the two sides, drive the development of mining industry and related industries, and promote the sustained, rapid and healthy economic development of the two sides.
(III) areas and regions of cooperation
Integration, reserve, exploration and development of titanium, zirconium, graphite, lithium and other mineral resources in China and other regions. For the geological work of the mining right owned by Party A, Party B shall be given priority to carry out geological and technical services, and for the mineral development work of the mining right owned by Party B, Party A shall be given priority to carry out the development and utilization of mineral resources.
(IV) cooperation mode
The two sides carry out extensive cooperation in the above cooperation fields, and different cooperation methods can be adopted according to the characteristics of the project. On the premise of giving full play to Party A's capital and management advantages and Party B's technology and talent advantages, both parties can cooperate in single service projects, or conduct comprehensive cooperation by means of ownership transfer, mutual equity participation in the project company or establishment of joint ventures.
(V) priority and agreement of cooperation projects
1. Within the scope of the above cooperation fields, regardless of bidding or negotiation, the other party of this Agreement shall be preferred to cooperate under the same conditions.
2. For specific cooperation contents or projects, under the framework of this agreement, both parties shall directly or designate their respective units or enterprises as the cooperation subjects to conduct docking, and sign a detailed cooperation contract separately.
(VI) rights and obligations of both parties
1. This Agreement does not change the independent status and original subordinate relationship of both parties. Each party has the autonomy to carry out economic activities independently, operate in its own name and bear external responsibilities.
2. Both parties acknowledge that the other party is their own strategic partner, and both parties have the priority to obtain information in the cooperation field and region. In project cooperation, the demand information of cooperative projects should be fed back in time to realize information sharing.
(VII) term and change of cooperation agreement
The cooperation period is tentatively agreed to be 5 years, counting from the date when this Agreement comes into force after being sealed. In case of any change due to national policies or superior regulations, both parties shall negotiate or change the terms separately.
4、 Impact of the agreement on the company
The cooperation between the company and the second Institute in the integration, reserve, exploration and development of titanium, zirconium, graphite, lithium and other mineral resources in China and other regions is an important measure for the company to ensure the supply of raw materials and improve the self-sufficiency rate of raw materials, which is conducive to further strengthen the company's vertical integrated production mode, drive the development of mining industry and related industries, and promote the sustainable development of both parties Rapid and healthy development to enhance the core competitiveness of both sides.
This agreement is a cooperation framework agreement. Both parties will carry out extensive cooperation in the field of cooperation, and different cooperation methods can be adopted according to the characteristics of the project. For specific cooperation contents or projects, a detailed cooperation contract shall be signed separately under the framework of this agreement. The performance of the agreement is expected to have a positive impact on the company's future operating performance, which is in line with the company's long-term development strategy and the interests of all shareholders.
5、 Risk tips and other instructions
The matters agreed in this Agreement are framework and intentional agreements of both parties. There is the possibility of change in the implementation and implementation of this agreement. The specific cooperation mode, rights and obligations shall be subject to the cooperation agreement finally signed by the implementation subjects of both parties. For the cooperation agreements actually signed or implemented in the future, the company will perform the approval procedures and information disclosure obligations in accordance with relevant provisions. Please make careful decisions and pay attention to investment risks.
6、 Documents for future reference
Strategic cooperation framework agreement.
It is hereby announced.
Lb Group Co.Ltd(002601) board of directors
February 20, 2022
