China International Capital Corporation Limited(601995)
Verification opinions on Iat Automobile Technology Co.Ltd(300825) expected daily connected transactions in 2022
China International Capital Corporation Limited(601995) (hereinafter referred to as ” China International Capital Corporation Limited(601995) ” or “sponsor”) as a sponsor of Iat Automobile Technology Co.Ltd(300825) (hereinafter referred to as ” Iat Automobile Technology Co.Ltd(300825) ” or “company”) issuing A-share shares to specific objects in 2020, according to the administrative measures for securities issuance and listing recommendation business and the rules for the listing of shares on the gem of Shenzhen Stock Exchange (hereinafter referred to as “Listing Rules”) In accordance with the provisions of relevant laws, regulations and normative documents such as the guidelines for self regulatory supervision of listed companies No. 2 – standardized operation of companies listed on the gem, the Iat Automobile Technology Co.Ltd(300825) is expected to verify the daily related party transactions in 2022, and this verification opinion is issued. The specific verification conditions are as follows:
1、 Basic information of daily connected transactions
(I) overview of daily connected transactions
Iat Automobile Technology Co.Ltd(300825) (hereinafter referred to as “the company”), due to the needs of business development and daily production and operation, plans to cooperate with the related parties Beijing ESTEC Technology Co., Ltd. (hereinafter referred to as “ESTEC”), Chengdu Zhixuan Technology Co., Ltd. (hereinafter referred to as “Chengdu Zhixuan”), Chengdu beilite New Energy Technology Co., Ltd. (hereinafter referred to as “Chengdu beilite”) Daily related party transactions occurred in Iat Automobile Technology Co.Ltd(300825) enterprise management (Beijing) Co., Ltd. (hereinafter referred to as ” Iat Automobile Technology Co.Ltd(300825) enterprise management”), Iat Automobile Technology Co.Ltd(300825) (Beijing) Automotive Digital Technology Co., Ltd. (hereinafter referred to as ” Iat Automobile Technology Co.Ltd(300825) digital technology”) and Shanghai Hecheng Technology Co., Ltd. (hereinafter referred to as “Shanghai Hecheng”), It is estimated that the amount of daily related party transactions in 2022 will not exceed 200 million yuan. In the previous year, the company expects to have 124 million yuan of daily related party transactions, and the actual amount is 21.2015 million yuan.
The company held the 15th meeting of the 4th board of directors on February 24, 2022 and considered the proposal on daily related party transactions in 2022. The proposal was adopted with 6 affirmative votes, 0 abstention and 0 opposition. The related directors, Mr. Xuan Qiwu, Ms. Liu Jian and Mr. Zhang Liqiang, withdrew 3 votes, The independent directors have issued the independent opinions approved and agreed in advance. The 13th meeting of the 4th board of supervisors of the company was adopted by 4 votes in favor, 0 abstention, 0 opposition and 0 avoidance. The matter still needs to be considered at the second extraordinary general meeting of shareholders in 2022, when the related shareholders will withdraw from voting on the proposal.
(II) estimated category and amount of daily connected transactions
According to the needs of daily operation, the company has estimated the daily connected transactions in 2022. Specific estimates are as follows:
Unit: RMB 10000
Related party transaction related party transaction content related party transaction contract signed amount up to now has occurred in the previous year category pricing principle or estimated amount
ESTEC automotive design service market pricing 1000.00 – 39.66
Pricing the related person Chengdu Zhixuan automobile design service market at 100.00 —
Providing labor services Chengdu beilite automobile design service market pricing 10000.00 —
Subtotal 11100.00 – 39.66
ESTEC automotive design service market pricing 1500.00 – 1678.59
Chengdu Zhixuan automobile design service market pricing 300.00 —
Chengdu beilite automobile design service market pricing 500.00 —
Accept the market pricing of Iat Automobile Technology Co.Ltd(300825) enterprise managed water and electricity charges provided by the related Iat Automobile Technology Co.Ltd(300825) enterprise managed construction service market from 2000.00 to 183.49
Labor 1000.00 – 170.46 Iat Automobile Technology Co.Ltd(300825) digital automobile design service market pricing 3000.00 —
science and technology
Shanghai Hecheng automobile design service market pricing 600.00 —
Subtotal 8900.00 – 2032.54
Total – 20000.00 – 2072.00
(III) actual occurrence of daily related party transactions in the previous year
Unit: RMB 10000
Related party transactions actual amount of related party transactions actual amount of related party transactions disclosure date category related party easy content amount estimated amount in similar business and estimated amount and index proportion (%) difference (%)
ESTEC automobile sets 39.66 1000.00 0.03 -96.03
Service plan for April 2021
Chengdu Zhixuan Auto Equipment Co., Ltd. – 300.00-100.00 on September 9 to provide the related party with the tide information of personal planning service
Provision of labor services Guangzhou Iat Automobile Technology Co.Ltd(300825) Auto Network
Automobile technology planning service – 500.00-100.00 (http://w.co., Ltd. ww.cn.info)
Subtotal 39.66 – 1800.00 com. cn.）
It accepts the disclosure of 1678.59 3000.00 5.86 -44.05 of the related ESTEC automobile
Planning services provided by the
Labor service China Automotive Research automobile testing and Design Co., Ltd. test yard stock inspection 47.95 2000.00 0.17 – 97.60 2021 Co., Ltd. daily
Announcement of Chengdu Zhixuan automobile’s related party transaction planning service – 100.00-100.00
Chengdu beilite automobile design (announcement compilation Service – No. 5000.00-100.00):
Guangzhou Iat Automobile Technology Co.Ltd(300825) automobile equipment (2021-044) automobile technology planning service – 500.00-100.00
Limited company
《2021
Construction service half year Iat Automobile Technology Co.Ltd(300825) enterprise management 183.49 – 2.12 – Report (Announcement No.: 2021-088)
Iat Automobile Technology Co.Ltd(300825) utilities for enterprise management 170.46 – 31.69 —
Subtotal 2080.49 10600.00 —
Total 2120.15 12400.00 —
The actual amount is determined by the board of directors of the company according to the actual contract amount signed by both parties and the implementation progress. Affected by the actual market situation, customer demand, business development and other factors, there is a certain uncertainty if there is a large difference between the situation and the expectation, Therefore, there is a difference between the estimated amount and the actual amount.
The above differences belong to normal business behavior and will not have a significant impact on the daily operation and performance of the company.
After verification, the actual amount of the company’s daily related party transactions in 2021 did not exceed the expected total amount, but there was a situation that the transaction amount with related parties was 20% lower than the expected transaction amount, which was actually paid by the company’s independent directors, The reason for the difference is that it is affected by the changes in the market environment and the explanation that the business development of the company is quite different from that expected, which is in line with the actual situation of the company, and the daily connected transactions that have occurred are fair
