Securities code: 002272 securities abbreviation: Sichuan Crun Co.Ltd(002272) Announcement No.: 2022-009 Sichuan Crun Co.Ltd(002272)
Announcement on carrying out bill pool business
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Deliberations of the meeting
Sichuan Crun Co.Ltd(002272) (hereinafter referred to as “the company”) held the 30th meeting of the 5th board of directors and the 24th Meeting of the 5th board of supervisors on February 23, 2022, deliberated and adopted the proposal on developing bill pooling business, and agreed that the company, its subsidiaries and Chinese commercial banks should develop bill pooling business with a total spot balance of no more than RMB 1.2 billion, Respectively Bank Of China Limited(601988) Jincheng sub branch bill pool business of 200 million yuan; China Merchants Bank Co.Ltd(600036) Chengdu Branch bill pool business of 200 million yuan; Shanghai Pudong Development Bank Co.Ltd(600000) Neijiang branch bill pool business of 200 million yuan; China Citic Bank Corporation Limited(601998) Chengdu Branch bill pool business of 200 million yuan; China Zheshang Bank Co.Ltd(601916) Chengdu Pidu sub branch bill pool business of 200 million yuan; The bill pool business of Zigong branch of Hengfeng Bank Co., Ltd. is RMB 200 million. This matter shall not take effect until it is submitted to the first extraordinary general meeting of shareholders in 2022 for deliberation and approval.
2、 Overview of bill pool business
1. Business Overview
Bill pool business refers to the comprehensive bill management service provided by agreement banks to enterprises, which integrates the functions of bill trusteeship and collection, bill pledge pool financing, bill discount, Bill agent query, business statistics and so on.
2. Cooperative bank
The cooperative bank to carry out the bill pool business is a commercial bank with good credit standing in China. The specific cooperative bank requests the board of directors of the company to authorize the chairman of the company to choose according to the cooperative relationship between the company and commercial banks, the bill pool service ability of commercial banks and other comprehensive factors.
3. Business term
The duration of the above-mentioned bill pool business is one year from the date of deliberation and approval of the first extraordinary general meeting of shareholders in 2022.
4. Implementation quota
The company and its subsidiaries share a bill pool limit of no more than 1.2 billion yuan, that is, the cumulative spot balance of pledged and mortgaged bills used to carry out bill pool business with all cooperative banks does not exceed 1.2 billion yuan. This limit can be used on a rolling basis during the business term. The specific amount of each transaction shall be submitted to the board of directors of the company for authorization. The chairman of the company shall determine it according to the business needs of the company and its subsidiaries and the principle of maximizing the interests of the system.
5. Guarantee mode
Under the premise of controllable risk, the company and its subsidiaries can adopt various guarantee methods for the establishment and use of bill pool, such as maximum amount pledge, general pledge, certificate of deposit pledge, bill pledge, guarantee deposit pledge and so on. The specific form and amount of each guarantee shall be submitted to the board of directors of the company to authorize the chairman of the company to determine according to the business needs of the company and its subsidiaries and the principle of maximizing the interests of the system.
3、 Purpose of bill pool business
With the expansion of business scale, the company collects a large number of commercial acceptance bills, bank acceptance bills, letters of credit and other valuable bills in the process of collecting sales payment due to the increase of customers using bills for settlement. At the same time, the company’s cooperation with suppliers often adopts the method of issuing commercial acceptance bills, bank acceptance bills, letters of credit and other valuable bills for settlement.
1. After receiving bills, the company can deposit the bills receivable into the agreement bank through the bill pool business for centralized management. The bank handles custody, delegated collection and other businesses on behalf of the company, which can reduce the cost of the company’s management of various valuable bills.
2. The company can use the outstanding stock of negotiable instrument assets in the bill pool as pledge, and issue commercial acceptance bills, bank acceptance bills, letters of credit and other negotiable instruments that do not exceed the pledge amount to pay the supplier’s loan and other operating funds, which is conducive to reducing the occupation of monetary capital, improving the use efficiency of current assets and maximizing the shareholders’ equity.
3. Carrying out the bill pool business can manage the company’s bills receivable and bills payable to be issued as a whole, reduce the company’s capital occupation, optimize the financial structure and improve the capital utilization rate.
4、 Risk and risk control of bill pool business
1. Liquidity risk
To carry out the bill pool business, the company needs to open a special margin account for the pledge financing business of the bill pool in the cooperative bank 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 where the company applies to the cooperative bank for issuing commercial bills, which will have a certain impact on the liquidity of the company’s funds.
Risk control measures: the company can eliminate this impact by replacing the margin with newly received notes, and the capital liquidity risk is controllable.
2. Business model risk
The company uses the bills entering the bill pool as a pledge and applies to the cooperative bank for issuing acceptance bills to pay the supplier’s payment for goods and other operating funds. With the maturity of the pledged bills, the company will handle the collection and settlement. If the bills cannot be collected normally at maturity, the amount of the pledged bills is insufficient, resulting in the cooperative bank requiring the company to provide additional guarantee. Risk control measures: after the company and the cooperative bank carry out the bill pool business, the company will arrange special personnel to connect with the cooperative bank, establish the bill pool account, track and manage, timely understand the collection and settlement of expired bills and arrange the company’s newly received bills into the pool, so as to ensure the safety and liquidity of the bills into the pool.
5、 Decision making procedure and organization implementation
1. Within the limit, the board of directors of the company authorizes the chairman of the company to exercise the decision-making power of specific operations and sign relevant contract documents, including but not limited to selecting qualified commercial banks, determining the specific limit, collateral, guarantee form and amount of bill pool that can be used by the company and its subsidiaries;
2. Authorize the financial center of the company to organize and implement the bill pool business. The financial center of the company will timely analyze and track the business progress of the bill pool. If adverse factors are found or judged, it will timely take corresponding measures to control risks and report to the board of directors of the company at the first time;
3. The audit department is responsible for auditing and supervising the development of bill pool business;
4. Independent directors have the right to supervise and inspect the specific conditions of the company’s bill pool business.
6、 Opinions of independent directors and the board of supervisors
1. Opinions of independent directors
At present, the company is in good operation. The company carries out bill pool business, which can comprehensively manage the company’s bills receivable and bills payable to be issued, reduce the company’s capital occupation, optimize the financial structure and improve the capital utilization rate. We agree that the company and its subsidiaries share a bill pool limit of no more than 1.2 billion yuan, that is, the cumulative spot balance of pledged and mortgaged bills used to carry out bill pool business with all cooperative banks shall not exceed 1.2 billion yuan. The above quota can be used in a rolling manner.
2. Opinions of the board of supervisors
After deliberation, the board of supervisors believes that the company’s bill pool business can improve the use efficiency and income of the company’s bill assets, will not affect the normal development of the company’s main business, and will not damage the interests of the company and minority shareholders. It is agreed that the company and its subsidiaries shall carry out note pool business with China commercial bank with a total amount of no more than RMB 1.2 billion. The above quota can be used in a rolling manner. It is agreed that the board of directors shall submit the proposal to the general meeting of shareholders of the company for deliberation.
7、 Documents for future reference
1. Resolutions of the 30th meeting of the 5th board of directors of the company;
2. Resolutions of the 24th Meeting of the 5th board of supervisors of the company;
3. Independent opinions of independent directors on relevant matters.
It is hereby announced.
Sichuan Crun Co.Ltd(002272) board of directors
February 24, 2022
