Securities code: Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) securities abbreviation: Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) Announcement No.: 2022016 Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692)
Announcement on the forecast of daily connected transactions in 2022
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、 Basic information of daily connected transactions
(I) overview of daily connected transactions
Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) (hereinafter referred to as “the company”) and its subsidiaries according to the current business cooperation with relevant related parties and the needs of the company’s business development, It is expected that in 2022, it will cooperate with Anhui Shengchuang Testing Technology Co., Ltd. (hereinafter referred to as “Shengchuang testing”) and Anhui meianda Real Estate Development Co., Ltd. (hereinafter referred to as “meianda real estate”), a subsidiary of Anhui Zhongchen Investment Holding Co., Ltd. (hereinafter referred to as “Zhongchen investment”), which holds more than 5% of the company’s shares Tongcheng meianda Real Estate Co., Ltd. (hereinafter referred to as “Tongcheng meianda”) and Tongcheng Zhongchen Real Estate Co., Ltd. (hereinafter referred to as “Tongcheng Zhongchen real estate”) have daily connected transactions with a total amount of no more than 80 million yuan. At the same time, deposit business will occur in Anhui Xin’an Bank Co., Ltd. (hereinafter referred to as “Xin’an bank”) in 2022.
On February 28, 2022, the company held the 8th meeting of the 3rd board of directors (voting results: 7 in favor, 0 against and 0 abstention) and the 8th meeting of the 3rd board of supervisors (voting results: 3 in favor, 0 against and 0 abstention), deliberated and adopted the proposal on the prediction of daily connected transactions in 2022, including Mr. Zhang Bozhong, a related director Mr. Zhang Boxiong avoided voting on the motion. The independent directors of the company recognized the related party transactions in advance and issued independent opinions with explicit consent, and the recommendation institution Haitong Securities Company Limited(600837) issued special verification opinions.
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. According to the provisions of relevant laws and regulations such as the Listing Rules of gem shares of Shenzhen Stock Exchange, the expected matters of this daily connected transaction still need to be approved by the general meeting of shareholders, and the connected persons interested in the connected transaction will give up the right to vote on the proposal at the general meeting of shareholders.
(II) category and amount of daily connected transactions in 2022
Unit: 10000 yuan
Related party transactions related party transactions related party transaction contract signing as of the disclosure of the amount of pricing principle or amount incurred on the expected date of the category of related parties in the previous year
Accept Association
Market principle of Shengchuang testing service provided by: 600.00 0.00 218.68 labor
Principle of meianda real estate engineering service market 110000 0.00 146.92
Provide labor services to Tongcheng meianda engineering service market principle 280000 0. Guangdong Zhongsheng Pharmaceutical Co.Ltd(002317) 26 Tongcheng Zhongchen
Principles of engineering service market 350000 0.00 418.47
Principle of related deposit and deposit service market of Xin’an Bank – 0.00 41.91
Total 800000 0.00314324
Note: 1. The above transactions are all forecasts. It is uncertain whether the contract can be signed according to the forecast, and the possibility of large difference between the final transaction amount and the estimated amount cannot be ruled out. 2. The amount of related deposits in the previous year is the amount of deposit interest obtained by the company from Xin’an bank in 2021.
(III) actual occurrence of daily connected transactions in 2021
Unit: 10000 yuan
Associated with actual issue
Difference between the actual amount of related party transactions in the amount of related party transactions and the estimated amount of contents of easy categories on the disclosure date, the estimated amount of similar industries and the proportion of Index Services
Project 2021.3.5 Zhongchen Investment Service 0 500.00 0% – 100% (2021-0 12)
Providing meianda real estate services to 2021.3.5 people in related projects 146.92210000 0.22% – 93.00% (2021-0 labor 12) Project 2021.3.5 Tongcheng meianda service 231726300000 3.45% – 22.76% (2021-0 12)
The board of directors of the company shall timely adjust the actual connected transactions during the daily operation of the company according to the market demand, the actual situation and the expected changes, business planning, etc., so there is a certain difference between the estimated amount and the actual situation.
The independent directors of the company explained that there is a certain difference between the actual amount of daily connected transactions of the company in 2021 and the expected amount, which is mainly due to the significant difference between the actual amount and the expected amount of daily connected transactions of the company according to the market changes and business planning, and there is no situation that damages the interests of shareholders, especially small and medium-sized shareholders, There is no adverse impact on the company’s continuous operation ability and independence.
2、 Introduction and relationship of related parties
(I) related party I: Anhui Shengchuang Testing Technology Co., Ltd
Company name: Anhui Shengchuang Testing Technology Co., Ltd
Unified social credit Code: 91340100ma2t13hl0j
Legal representative: Hu Yujuan
Registered capital: 6 million yuan
Type: limited liability company (sole proprietorship of legal person invested or controlled by natural person)
Registered address: 4th floor, cbd-c building, Zhongchen Binhu, the intersection of Baohe Avenue and Dalian Road, Baohe Economic Development Zone, Hefei
Date of establishment: August 27, 2018
Business scope: environmental testing, waste gas testing, occupational health testing and evaluation, soil and solid waste testing, noise testing, radiation testing, drinking water testing, indoor air testing, ecological environment investigation and testing, environmental impact assessment consulting, sewage permit application consulting, environmental management consulting services, emergency plan preparation, energy conservation and environmental protection Water and soil conservation technical consultation and services, environmental pollution investigation and assessment, instrument and equipment operation management, Internet information technology services, smart environment and smart park services. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments).
The latest financial data: from January to September 2021, the operating revenue of Shengchuang test was 2.7968 million yuan and the net profit was 16700 yuan; As of September 30, 2021, its total assets were 109349 million yuan and its net assets were 5.2542 million yuan. (the above data has not been audited)
2. Relationship with the company
Shengchuang testing is a wholly-owned subsidiary invested by Zhongchen, a legal person shareholder with a shareholding of more than 5%. Mr. Zhang Bozhong, the controlling shareholder, actual controller and chairman of the company, is the chairman of Zhongchen investment. Mr. Zhang Boxiong, the director, is the younger brother of Mr. Zhang Bozhong.
3. Performance capability analysis
The above related party transactions are required for normal production and operation. Shengchuang testing is a legally existing and normally operating company. According to the operation of Shengchuang testing and the type of related party transactions, Shengchuang testing has the ability to perform normally.
(II) related party 2: Anhui meianda Real Estate Development Co., Ltd
1. Basic information
Company name: Anhui meianda Real Estate Development Co., Ltd
Unified social credit Code: 913401007199512295
Legal representative: Zhang Boli
Registered capital: 100 million yuan
Type: limited liability company (joint venture between Taiwan, Hong Kong, Macao and China)
Registered address: workshop A5, No. 1, Dalian Road, Baohe District, Hefei City, Anhui Province
Date of establishment: June 14, 2002
Business scope: real estate development, sales and planning; estate management; House leasing; Hotel management; Hotel services, accommodation, catering, daily necessities and parking lot services (only for branches); Coffee, chess and card, simple meal service; Cigarette retail.
The latest financial data: from January to September 2021, the operating revenue of meianda real estate was 2933467 million yuan and the net profit was 923676 million yuan; As of September 30, 2021, its total assets were 9783893 million yuan and its net assets were 3278693 million yuan. (the above data has not been audited)
2. Relationship with the company
Meianda real estate is the holding subsidiary of Zhongchen investment, the company’s legal shareholder holding more than 5%. Mr. Zhang Bozhong, the controlling shareholder, actual controller and chairman of the company, is the chairman of Zhongchen investment, and Mr. Zhang Boxiong, the director, is the younger brother of Mr. Zhang Bozhong.
3. Performance capability analysis
The above connected transactions are required for normal production and operation. Meianda real estate is a company existing and operating normally according to law. Judging from the operation of meianda real estate and the type of connected transactions, meianda real estate has the ability to perform normally.
(III) related party 3: Tongcheng meianda Real Estate Co., Ltd
1. Basic information
Company name: Tongcheng meianda Real Estate Co., Ltd
Unified social credit Code: 91340881ma2ue1t283
Legal representative: Zhang Boli
Registered capital: 50 million yuan
Type: limited liability company (sole proprietorship of legal person invested or controlled by natural person)
Registered address: Room 101, building S5, Zhongchen shuxiangli, Tongcheng economic and Technological Development Zone, Anqing City, Anhui Province
Date of establishment: December 19, 2019
Business scope: real estate development and sales; Marketing planning; estate management; House leasing; hotel management; get accommodation; Food and Beverages; Wholesale and retail of daily necessities; Parking service.
The latest financial data: Tongcheng meianda’s operating revenue from January to September 2021 was RMB 0 million, and its net profit was RMB -4.5803 million; As of September 30, 2021, its total assets were 777153900 yuan and its net assets were 39547000 yuan. (the above data has not been audited)
2. Relationship with the company
Tongcheng meianda is the holding Sun company of Zhongchen investment, the company’s legal shareholder holding more than 5%. Mr. Zhang Bozhong, the controlling shareholder, actual controller and chairman of the company, is the chairman of Zhongchen investment, and Mr. Zhang Boxiong, the director, is the younger brother of Mr. Zhang Bozhong.
3. Performance capability analysis
The above related party transactions are required for normal production and operation. Tongcheng meianda is a company existing and operating normally according to law and is currently in the project construction period. According to the operation of Tongcheng meianda and the type of related party transactions, Tongcheng meianda has the ability to perform normally.
(IV) related party 4: Tongcheng Zhongchen Real Estate Co., Ltd
1. Basic information
Company name: Tongcheng Zhongchen Real Estate Co., Ltd
Unified social credit Code: 91340881ma2rb0pa6g
Legal representative: Zhang Boli
Registered capital: 50 million yuan
Type: limited liability company (sole proprietorship of legal person invested or controlled by natural person)
Registered address: No. 8, Tongzong Road, Qianqian village, Longteng street, Tongcheng City
