Securities code: 605296 securities abbreviation: Yunnan Shennong Agricultural Industry Group Co.Ltd(605296) Announcement No.: 2022-013 Yunnan Shennong Agricultural Industry Group Co.Ltd(605296)
Announcement on foreign investment
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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Name of investment object: Yunnan Chengjiang Shennong Food Co., Ltd., Qujing Zhanyi Shennong animal husbandry Co., Ltd., Guangxi Daxin Shennong animal husbandry Co., Ltd
Investment amount: 482 million yuan, including 174 million yuan for Yunnan Chengjiang Shennong Food Co., Ltd., 40 million yuan for Qujing Zhanyi Shennong animal husbandry Co., Ltd. and 268 million yuan for Guangxi Daxin Shennong animal husbandry Co., Ltd
Special risk warning: the investment amount of this project is large and the project funds need to be raised by the company itself. The implementation of this project may cause certain pressure on the company’s cash flow and financial situation and increase financial risks; During the implementation of the project, there are risks caused by force majeure, extreme weather or other natural disasters, resulting in the failure to meet the construction period and quality requirements, resulting in the risk that the project cannot be implemented on schedule.
1、 Overview of foreign investment
1. Yunnan Chengjiang Shennong Food Co., Ltd., a wholly-owned subsidiary of Yunnan Shennong Agricultural Industry Group Co.Ltd(605296) (hereinafter referred to as “the company” or “the company”), plans to increase its registered capital from 10 million yuan to 50 million yuan due to the needs of business development. The company plans to increase the capital of Yunnan Chengjiang Shennong Food Co., Ltd., a wholly-owned subsidiary of Yunnan Chengjiang Shennong Food Co., Ltd., by 40 million yuan;
2. In order to enhance the company’s main business capacity and expand the company’s industrial chain, the company plans to invest in the construction of the annual output of 24000 tons of food deep processing project of Yunnan Chengjiang Shennong Food Co., Ltd. project name: the annual output of 24000 tons of food deep processing project of Yunnan Chengjiang Shennong Food Co., Ltd; Construction subject: Yunnan Chengjiang Shennong Food Co., Ltd; Construction site: wannuo Industrial Park, Chengjiang city; The total investment of the project is 134 million yuan;
3. Qujing Zhanyi Shennong animal husbandry Co., Ltd., a wholly-owned subsidiary of the company, plans to increase its registered capital from 10 million yuan to 50 million yuan due to the needs of business development. The company plans to increase the capital of Qujing Zhanyi Shennong animal husbandry Co., Ltd., a wholly-owned subsidiary of the company, by 40 million yuan;
4. Guangxi Daxin Shennong animal husbandry Co., Ltd., a wholly-owned subsidiary of the company, plans to increase its registered capital from 50 million yuan to 150 million yuan due to the needs of business development. The company plans to increase the capital of Guangxi Daxin Shennong animal husbandry Co., Ltd., a wholly-owned subsidiary of the company, by 100 million yuan;
5. In order to implement the company’s development strategy and speed up the industrial layout in Guangxi, the company plans to invest in the revitalization pig farm project of Guangxi Daxin Shennong animal husbandry Co., Ltd. project name: revitalization pig farm project of Guangxi Daxin Shennong animal husbandry Co., Ltd; Construction subject: Guangxi Daxin Shennong animal husbandry Co., Ltd; Construction site: Zhenxing village, Leiping Town, Daxin County, Chongzuo City, Guangxi Zhuang Autonomous Region; The total investment of the project is 168 million yuan.
On February 23, 2022, the 31st meeting of the third board of directors of the company deliberated and approved the proposal on investment and construction of the revitalization pig farm project of Guangxi Daxin Shennong animal husbandry Co., Ltd., the proposal on investment and construction of the deep processing project of food with an annual output of 24000 tons of Yunnan Chengjiang Shennong Food Co., Ltd., and the proposal on increasing the registered capital of wholly-owned subsidiaries, The above matters do not constitute related party transactions or major asset restructuring. According to relevant laws and regulations and the provisions of the Yunnan Shennong Agricultural Industry Group Co.Ltd(605296) articles of association, the investment amount is within the decision-making authority of the board of directors and does not need to be submitted to the general meeting of shareholders for deliberation.
2、 Basic information of investment object
(I) Yunnan Chengjiang Shennong Food Co., Ltd
1. Basic information of the target company
Company name: Yunnan Chengjiang Shennong Food Co., Ltd
Registered address: Longxiang Road, jiaolongtan District, Chengjiang Industrial Park, Yuxi City, Yunnan Province
Date of establishment: September 9, 2021
Registered capital: 10 million yuan (subject to the final industrial and commercial registration)
Legal representative: he Xinyang
Business scope: licensed items: food production; Food sales; General items: primary processing of edible Shenzhen Agricultural Products Group Co.Ltd(000061) ; Vegetable planting; Production, sales, processing, transportation, storage and other related services of Shenzhen Agricultural Products Group Co.Ltd(000061) ; Edible Shenzhen Agricultural Products Group Co.Ltd(000061) wholesale; Edible Shenzhen Agricultural Products Group Co.Ltd(000061) retail; Primary Shenzhen Agricultural Products Group Co.Ltd(000061) acquisition; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Non residential real estate leasing; Food import and export (except for items subject to approval according to law, carry out business activities independently according to law with business license)
Shareholders: the company holds 100% equity of Yunnan Chengjiang Shennong Food Co., Ltd
Main financial data of the latest period (December 31, 2021 (Unaudited)): total assets of 38.3433 million yuan, net assets of 9.0202 million yuan, operating income of 0.000 yuan and net profit of -9798 million yuan
2. Specific investment projects
2.1 increase of registered capital
Due to the needs of business development, Yunnan Chengjiang Shennong Food Co., Ltd., a wholly-owned subsidiary of the company, plans to increase its registered capital from 10 million yuan to 50 million yuan. The company plans to increase the capital of Yunnan Chengjiang Shennong Food Co., Ltd., a wholly-owned subsidiary of the company, by 40 million yuan in stages, which shall be subject to the revised articles of association of Yunnan Chengjiang Shennong Food Co., Ltd. After the capital increase, the registered capital of Yunnan Chengjiang Shennong Food Co., Ltd. is 50 million yuan, and the company still holds 100% equity of Yunnan Chengjiang Shennong Food Co., Ltd.
2.2 food deep processing project with annual output of 24000 tons of Yunnan Chengjiang Shennong Food Co., Ltd
Project Name: food deep processing project with annual output of 24000 tons of Yunnan Chengjiang Shennong Food Co., Ltd
Construction subject: Yunnan Chengjiang Shennong Food Co., Ltd
Construction site: wannuo Industrial Park, Chengjiang City
Project construction period: 6 months
Project content and scale:
(a) Construction content:
The leased plant of the project is 24000 square meters, including 1000 square meters of fresh-keeping warehouse (5-10 degrees); Meat products raw material warehouse (- 18 degrees) 800 square meters; Room temperature finished product warehouse 1000 square meters; Finished meat products warehouse (- 18 degrees) 1000 square meters; The production workshop of konjac products is 3850 square meters, and the meat products workshop is 8800 square meters; 1200 square meters of office area; Staff dormitory, restaurant, laundry, etc., totaling 5500 square meters; Build boiler room, fire safety facilities and equipment, equipment maintenance area and solid waste storage and treatment area matched with production.
(b) Production scale:
Milling and processing of konjac raw materials, with an annual output of 2000 tons;
Deep processing and fine processing of konjac powder to produce leisure instant food and konjac water products with konjac powder as the main raw material, with an annual output of 10000 tons;
The production, processing and sales of quick-frozen meat products are mainly meat products, sausage products and fried products, with an annual output of 12000 tons;
Total investment of the project:
No. investment classification investment amount (10000 yuan)
1. Investment in plant leasing 3400
Investment in decoration of 2-5-storey office building: 500
3. Investment in konjac products processing equipment and tools 1500
4. Investment in equipment and appliances for meat products
5. Investment in decoration of main plant: 3000
6. Working capital 3000
7 total 13400
(II) Qujing Zhanyi Shennong animal husbandry Co., Ltd
1. Basic information of the target company
Company name: Qujing Zhanyi Shennong animal husbandry Co., Ltd
Registered address: tanjiaying village committee, Panjiang Town, Zhanyi District, Qujing City, Yunnan Province
Date of establishment: August 24, 2021
Registered capital: 10 million yuan (subject to the final industrial and commercial registration)
Legal representative: he Xinyang
Business scope: licensed items: livestock breeding; Breeding livestock and poultry production; Breeding livestock and poultry management; General items of road cargo transportation (excluding dangerous goods): grass planting; Livestock sales (except for the items subject to approval according to law, carry out business activities independently according to law with the business license)
Shareholders: the company holds 100% equity of Qujing Zhanyi Shennong animal husbandry Co., Ltd
Main financial data of the latest period (December 31, 2021 (Unaudited)): total assets of 53.3446 million yuan, net assets of 9.5655 million yuan, operating income of 10000 yuan and net profit of -1.0479 million yuan
2. Specific investment projects
2.1 capital increase registered capital
Qujing Zhanyi Shennong animal husbandry Co., Ltd., a wholly-owned subsidiary of the company, plans to increase its registered capital from 10 million yuan to 50 million yuan due to the needs of business development. The company plans to increase the capital of Qujing Zhanyi Shennong animal husbandry Co., Ltd., a wholly-owned subsidiary of the company, by 40 million yuan in stages, which shall be subject to the revised articles of association of Qujing Zhanyi Shennong animal husbandry Co., Ltd. After the capital increase, the registered capital of Qujing Zhanyi Shennong animal husbandry Co., Ltd. is 50 million yuan, and the company still holds 100% equity of Qujing Zhanyi Shennong animal husbandry Co., Ltd.
(III) Guangxi Daxin Shennong animal husbandry Co., Ltd
1. Basic information of the target company
Company name: Guangxi Daxin Shennong animal husbandry Co., Ltd
Registered address: Zhongjun forestry department, Leiping Town, Daxin County, Chongzuo City, Guangxi Zhuang Autonomous Region
Date of establishment: June 15, 2020
Registered capital: 50 million yuan (subject to the final industrial and commercial registration)
Legal representative: he Xinyang
Business scope: pig raising and sales; Production and sales of compound feed and concentrated feed (operate with the certificate of conformity examined by the feed production enterprise) (except for the items that must be approved according to law, carry out business activities independently according to law with the business license)
Shareholders: the company holds 100% equity of Guangxi Daxin Shennong animal husbandry Co., Ltd
Main financial data of the latest period (December 31, 2021 (Unaudited)): total assets of 218836200 yuan, net assets of 30379100 yuan, operating income of 69.738 million yuan, net profit of -21.6906 million yuan 2. Specific investment projects
2.1 capital increase registered capital
Due to the needs of business development, Guangxi Daxin Shennong animal husbandry Co., Ltd., a wholly-owned subsidiary of the company, plans to increase its registered capital from 50 million yuan to 150 million yuan. The company plans to increase the capital of Guangxi Daxin Shennong animal husbandry Co., Ltd., a wholly-owned subsidiary of the company, by 100 million yuan, and the capital increase will be carried out by stages. The details shall be subject to the revised articles of association of Guangxi Daxin Shennong animal husbandry Co., Ltd. After the capital increase, the registered capital of Guangxi Daxin Shennong animal husbandry Co., Ltd. is 150 million yuan, and the company still holds 100% equity of Guangxi Daxin Shennong animal husbandry Co., Ltd. 2.2 revitalization of pig farm project of Guangxi Daxin Shennong animal husbandry Co., Ltd
Project Name: revitalization pig farm project of Guangxi Daxin Shennong animal husbandry Co., Ltd
Construction subject: Guangxi Daxin Shennong animal husbandry Co., Ltd
Construction site: Zhenxing village, Leiping Town, Daxin County, Chongzuo City, Guangxi Zhuang Autonomous Region
Project construction period: 9 months
Project content and scale: 120000 pigs per year.
The main construction contents are:
(a) Production room:
Fattening house (20 buildings) 55560.62 m2, steel frame structure.
(b) Auxiliary rooms and environmental protection facilities:
Pig outlet 572.16 m2, cement structure; Harmless treatment room 553.49 m2, brick concrete structure; Staff dormitory 1309.22 m2, brick concrete structure; 1300.5 ㎡ production area office and medicine room, brick concrete structure; Living quarters, offices, restaurants, etc., 778.06 m2, brick concrete structure; 4 car wash sheds, 480M2, steel structure; 3 drying rooms, 360 ㎡, steel structure; 3 disinfection sheds, 360 ㎡ steel structure; 4 parking sheds, 480 ㎡ steel structure.
(c) Utilities
Reservoir and water diversion works 1200.00m ³， Cement structure; The toilet is 112.50 ㎡, brick concrete structure; Duty and distribution room 156.25m2, brick concrete structure; 468.75 ㎡ booster pump room, gas room and generator room, brick concrete structure; Wall and biological isolation zone 4000m, brick structure; Road 35000 ㎡ (6.00m to 8.00m wide), cement structure.
Investment estimation: the total investment of the project is 168 million yuan, including 106.3272 million yuan of engineering construction cost (including 24.16 million yuan of equipment purchase and installation), accounting for 63.29% of the total investment; Other costs of project construction are 24.276 million yuan, accounting for 14.45% of the total investment; The reserve fund is 6.5352 million yuan, accounting for 3.89% of the total investment; The working capital is 30861600 yuan, accounting for 18.37% of the total investment;
3、 The impact of foreign investment on Listed Companies
The purpose of this investment is to enhance the company’s main business capacity, expand the company’s industrial chain and implement the company’s
