Citic Securities Company Limited(600030) about
Of Eternal Asia Supply Chain Management Ltd(002183)
The verification opinion Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) ” and “sponsor”) of the subsidiary’s application for credit line and related party transactions from related parties is used as the sponsor of Eternal Asia Supply Chain Management Ltd(002183) (hereinafter referred to as ” Eternal Asia Supply Chain Management Ltd(002183) ” and “company”) non-public offering of A-Shares (hereinafter referred to as “non-public offering”), In accordance with the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 13 – recommendation business, and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of companies listed on the main board, Seven subsidiaries of Eternal Asia Supply Chain Management Ltd(002183) applied for comprehensive credit line and related party transactions from related parties, and issued the following verification opinions:
1、 Overview of related party transactions
(I) related party transactions
Due to the needs of business development, the company’s seven subsidiaries, Shenzhen shangfutong Network Technology Co., Ltd., Shenzhen Tengfei healthy life industry Co., Ltd., Shenzhen yihehui Technology Co., Ltd., Shenzhen Yijia livable supply chain Co., Ltd., Shenzhen Eternal Asia Supply Chain Management Ltd(002183) Logistics Co., Ltd., Shenzhen Eternal Asia Supply Chain Management Ltd(002183) Bonded Logistics Co., Ltd Shenzhen anxinyuan Trading Co., Ltd. applies to the affiliated company Shenzhen hi tech Investment Group Co., Ltd. for a comprehensive credit line with a total amount of no more than RMB 21 million (each subsidiary does not exceed RMB 30 million), with a credit term of one year, and the company provides joint and several liability guarantee for the above seven subsidiaries, with a guarantee term of no more than three years, The details shall be subject to the contract.
(II) relationship
Shenzhen hi tech Investment Group Co., Ltd. is the holding subsidiary of Shenzhen Investment Holding Co., Ltd., the controlling shareholder of the company. According to article 6.3.3 of the Listing Rules of Shenzhen Stock Exchange, Shenzhen hi tech Investment Group Co., Ltd. is an affiliated legal person of the company, and the application for credit line constitutes a connected transaction. （3） Deliberations of the board of directors
The company held the 60th meeting of the 6th board of directors on February 23, 2022. The meeting passed the proposal on seven subsidiaries of the company applying for comprehensive credit line from the affiliated company Shenzhen hi tech Investment Group Co., Ltd. and the company providing guarantee for seven subsidiaries by 6 votes in favor, 0 against and 0 abstention, Mr. Yao Fei, a related director, avoided voting on this proposal; All independent directors have expressed their prior approval opinions and independent opinions on this related party transaction proposal; The above related party transactions must be approved by the general meeting of shareholders.
(IV) this related party transaction does not constitute a major asset reorganization stipulated in the administrative measures for major asset reorganization of listed companies, and does not need to be approved by relevant departments.
2、 Basic information of related parties and credit applicants
(I) basic information of related parties
1. Basic information of related parties
Company name: Shenzhen hi tech Investment Group Co., Ltd
Registered address: 6801-01, block a, Jingji 100 building, Caiwuwei, No. 5016, Shennan East Road, laowei community, Guiyuan street, Luohu District, Shenzhen
Enterprise type limited liability company
Legal representative: Liu Suhua
The registered capital is 13852105000 yuan
Business scope general business items are: engaging in guarantee business; Investment and development, information consultation; Loan guarantee; Own property lease.
Actual controller: state owned assets supervision and Administration Commission of Shenzhen Municipal People’s Government
2. The financial status of Shenzhen hi tech Investment Group Co., Ltd. in the latest fiscal year and at the end of the latest fiscal period is as follows:
Annual financial data of 2020 (audited) financial data of the third quarter of 2021 (Unaudited) (single)
(unit: RMB / 10000 yuan) digit: RMB / 10000 yuan)
Total assets 3360721.53 total assets 3584427.34
Total liabilities 1150117.71 total liabilities 1278071.45
Operating income 278186.05 operating income 190175.64
Net profit 120087.39 net profit 119053.93
Net assets 2210603.82 net assets 2306355.89
Asset liability ratio 34.22%, asset liability ratio 35.66%
3. Description of related relationship: Shenzhen hi tech Investment Group Co., Ltd. is the holding subsidiary of Shenzhen Investment Holding Co., Ltd., the controlling shareholder of the company. According to article 6.3.3 of the Listing Rules of Shenzhen Stock Exchange, Shenzhen hi tech Investment Group Co., Ltd. is an affiliated legal person of the company.
（2） Basic information of credit applicant 1. Basic information of credit applicant
Preface company name time of establishment registered capital legal representative registered address business scope shareholders and proportion of shares held
General business items are: development and sales of computer software and hardware technology (excluding restricted items); through
Economic information consultation (excluding restricted items); Network technology development; Enterprise management consulting (not limited to)
Manufacturing project); China’s trade (laws, administrative regulations and decisions of the State Council require approval before registration
(except for approved projects); Operate import and export business (except for items prohibited by laws and administrative regulations),
Projects restricted by laws and administrative regulations can only be operated after obtaining permission); Electronic products, daily use
Shenzhen Longgang products, textiles, clothing, furniture, cosmetics and sanitary products, smart home, hardware and electricity
Shenzhen Nanwan Street wine, handicrafts, electrical appliances, stationery, sporting goods, photographic equipment, computer and software company holds shangfutong xialilang community and auxiliary equipment, fresh fruits, decorative materials, communication equipment, building materials, sanitary ware 100% of its 1 network section paid 10 million yuan in September 06, and Zhou Honghong Eternal Asia Supply Chain Management Ltd(002183) supplied the sales of ceramic products; supply chain management; Engage in advertising business; Corporate image planning, cultural activity Co., Ltd., planning for the flow of RMB chain integration and marketing of Public Technology Co., Ltd; Photography services, web design, technology development, packaging design; China and international freight forwarders in Building 1 of the center, a wholly-owned company of the company; Engaged in loading, unloading and handling business.
(laws, administrative regulations, state affairs subsidiaries)
Office building 601 (except for the items prohibited by the decision of the Institute, and the restricted items can be operated only after obtaining the permission); Pet food
Wholesale of products and supplies; Retail of pet food and supplies. (except for the items that must be approved according to law, the
Business license (independently carry out business activities according to law), and the permitted business items are: Sales of prepackaged food
(including refrigeration), sales of health products and sales of dairy products (including infant formula milk powder); warehouse
Storage services; Approval of environmental impact of construction projects. Sales of class II medical devices. (subject to approval according to law)
The approved projects can only be carried out after being approved by relevant departments. The specific business projects shall be subject to relevant regulations
Department approval document or permit shall prevail)
The general business items are: electronic products, hardware and building materials, decoration materials, mechanical equipment, accounting
Computer software and hardware and auxiliary equipment, communication equipment, chemical products (excluding toxic and dangerous chemicals)
Automobiles, cultural and sporting goods, cultural works of art, primary Shenzhen Agricultural Products Group Co.Ltd(000061) , daily necessities, household appliances
Kitchen and bathroom supplies, office supplies, office equipment, clothing, textile supplies, jewelry (not included)
Wholesale and retail of Longgang (including bare diamond) in Shenzhen; Supply chain management and related supporting services; Supply chain scheme design;
Supply chain channel design and management of Nanwan street in Shenzhen; Conference planning, exhibition planning; Engaged in online business activities, the company holds 1 million yuan of tengfeijian in 2009 to move to Li Lang community (excluding restricted items); China Trade (excluding exclusive, exclusive and controlled commodities); Operate 100% of its 2 Kang life June 29 mincoin Lu Jianbin Eternal Asia Supply Chain Management Ltd(002183) supply import and export business (except for projects prohibited by laws, administrative regulations and the decision of the State Council, restricted shares, which are for the purpose of integrating logistics in the public industrial chain, and can be operated only after obtaining permission) and transportation related loading and unloading services (except for the projects prohibited by the regulations of Building 1 of the wholly-owned limited company center of the Department of law and administrative law and the decision of the State Council, the restricted projects can be operated only after obtaining permission); subsidiary
Office building 604 international freight forwarding business; Logistics information consulting services; Business information consultation; Supply chain consulting;
Supply chain scheme design; Supply chain channel design and management; Supply chain management and related supporting services;
