Securities code: 002416 securities abbreviation: Shenzhen Aisidi Co.Ltd(002416) Announcement No.: 2021-079
Shenzhen Aisidi Co.Ltd(002416)
Announcement on increasing the forecast of daily connected transactions in 2021
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
1. Overview of daily connected transactions
Shenzhen Aisidi Co.Ltd(002416) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the prediction of daily connected transactions in 2021 at the 15th (regular) meeting of the Fifth Board of directors held on April 1, 2021 and the 2020 annual general meeting of shareholders held on April 28, 2021 It is estimated that the total amount of daily connected transactions in 2021 will not exceed 311.45 million yuan. Since then, due to the changes of the company’s affiliates and the needs of daily business, The company held the 19th (Interim) meeting of the 5th board of directors on September 27, 2021, deliberated and adopted the proposal on increasing the forecast of daily connected transactions in 2021. It is expected to increase the company and its related person Shenzhen No. 1 Machine Technology Co., Ltd. (hereinafter referred to as “No. 1 machine technology”) in 2021 ）The total amount of daily connected transactions shall not exceed 3.8 million yuan. For details, please refer to the announcements disclosed by the company in China Securities Journal, securities times, Securities Daily, Shanghai Securities News and cninfo (www.cn. Info. Com.. CN) on April 6, 2021, April 29, 2021 and September 28, 2021 respectively.
Due to the actual operation of the company, The company held the 21st (Interim) meeting of the 5th board of directors on December 23, 2021, and deliberated and adopted the proposal on increasing the forecast of daily connected transactions in 2021 with 6 affirmative votes, 0 negative votes and 0 abstention votes , it is estimated that the total amount of daily related party transactions between the new company and the related person No. 1 machine technology in the fourth quarter of 2021 will not exceed 11.3 million yuan. After the increase, it is expected that the total amount of daily connected transactions in 2021 will not exceed 326.55 million yuan. Zhou Youmeng, a related director, has avoided voting on the proposal. The independent directors of the company recognized the above daily related party transactions in advance and issued agreed independent opinions.
This related party transaction does not constitute a major asset reorganization, so it does not need to be submitted to the general meeting of shareholders for deliberation and approval of relevant departments.
2. Category and amount of estimated daily related party transactions
Unit: 10000 yuan
Related party related party transactions category of related party transactions in 2021 as of the review date, the original estimate of 2021 is added, and the amount calculated according to the pricing principle has been incurred (after increase)
Selling 100.00918 to related parties 001100.001200.00 goods and services
Unit 1 reference
Technology market purchases from related parties
180.0025 price of goods and services received 000.00180. 00
Related lease 100.0020.00 0030.00130. 00
Total 380.00963 001,130.001,510.00
Note: 1. Foreign currency sales of goods and services to related parties are translated at the exchange rate on December 23, 2021.
2. In the previous year, No. 1 machine technology was a holding subsidiary of the company and was not a related party of the company. There was no related party transaction between the company and No. 1 machine technology in the previous year.
2、 Related person introduction and relationship
1. Basic information of related parties
Company name: Shenzhen No.1 Machine Technology Co., Ltd
Registered capital: RMB 10 million
Legal representative: Cai Jun
Date of establishment: December 12, 2017
Address: Room 201, building a, No. 1, Qianwan 1st Road, Qianhai Shenzhen Hong Kong cooperation zone, Shenzhen
General business items are: engaged in technology development and technical consultation in the field of computer information technology; information consultation (excluding restricted items); computer software and hardware technology development; mobile communications products, electronic products and accessories, computers and accessories, hardware and electrical equipment, machinery and equipment, communications equipment, wireless equipment, digital products purchase and marketing; technology extension services, technical services, information services business; sales of health atomizers, health devices, electronic cigarettes, flavors, spices, plant essence. Oil atomizing liquid; Sales of health care and leisure products, navigation instruments, aerospace equipment, weighing instruments, household electric heating appliances, household beauty insurance business scope: health appliances, household audio and video equipment, lithium-ion batteries, beauty and skin care products, leather and fur products, flat glass, daily sundries, indoor lighting lamps, plastic products, rubber products, batteries, assembled optical instruments Camera equipment, clocks and watches; Development and sales of computer software and information system software; Information system design, integration, operation and maintenance; Information technology consulting; Integrated circuit design, R & D; Cosmetics and sanitary products: cosmetics The sale of hygiene products (skin care products, hair care products, perfume, women’s hygiene products, toilet paper, paper towels, toiletries, etc.); the sale of disinfectant and cleaning products; and the import and export business.
Establishment and change of enterprises in version; Establishment of packaging and decoration printing, special typesetting, plate making, binding and other printing enterprises Changes (except for publication printing enterprises and foreign-invested enterprises); wholesale and retail of publications (including audio-visual products); games and peripheral equipment, including clothing, CD ROMs and books; mother and child services (confinement services), elderly care services. Medical and beauty products and services. (items subject to approval according to law can only be carried out after being approved by relevant departments); food business (sales of prepackaged food); Internet sales of food (sales of prepackaged food). (for projects subject to approval according to law, business activities can be carried out only with the approval of relevant departments. The specific business projects shall be subject to the approval documents or licenses of relevant departments)
Unified social credit code 91440300ma5ewqyg1q
Shenzhen Aisidi Co.Ltd(002416) holding 49%
Shenzhen Banruo Information Technology Co., Ltd. holds 25%
Ownership structure Cai Jun holds 10%
Gongqingcheng Tonglu youth investment partnership (limited partnership) holds 10%
Gongqingcheng Shahe Tonglu investment partnership (limited partnership) holds 6%
Actual controller: Cai Jun
The financial data of unit 1 technology in 2020 and January September 2021 are as follows:
Unit: Yuan
December 31, 2020 / September 30, 2021/
2020 January September 2021
Total assets 252692682.67477376232.12
Total liabilities 222935640.73388892496.94
Owner’s equity attributable to the parent company 29757041.9488537317.58
Operating income 1115625032.491903901776.98
Net profit attributable to owners of the parent company: 54785633.1374189489.36
The financial data of unit 1 technology in 2020 have been audited by Asia Pacific (Group) accounting firm (special general partnership); the financial data from January to September 2021 have not been audited.
2. Relationship with the company
No. 1 unit technology is an associated enterprise of the company, and the shareholding ratio of the company is 49%; Zhou Youmeng, vice chairman and President of the company, and Mi Zedong, vice president and financial director, served as the chairman and director of No. 1 machine technology respectively; Zhu Weijia, the supervisor of the company, has served as the technology supervisor of unit 1 in the past 12 months, which is in line with article 10.1 of the Listing Rules of Shenzhen Stock Exchange 3、
3. Performance capability analysis
The technology of unit 1 operates normally and does not belong to the dishonest executee. The daily connected transactions of selling goods and providing labor services to it account for a small proportion, and its payment capacity is basically controllable within the scope of the transaction. At the same time, it has performed well in the past, and its pricing follows the principle of fairness, reflects the principle of “fairness, impartiality and openness”, and does not affect the independence of the company, There is no situation that damages the interests of the company and other shareholders.
3、 Main contents of related party transactions
1. Agreement amount: the cumulative transaction amount in 2021 shall not exceed the annual transaction amount expected by the company’s management.
2. The agreement is valid from October 1, 2021 to December 31, 2021.
3. Pricing principle: both parties shall make pricing with reference to the market price, which shall be implemented after confirmation by both parties. The transaction price is calculated and settled according to the actual quantity of specific transaction orders.
4. Product quality standard and product quantity principle: the product quality principle shall be implemented according to the current product quality standard, and the product can be returned or replaced due to quality problems, and the return or replacement is not allowed for non product quality problems in principle. After negotiation between both parties, the purchaser shall provide the purchase quantity, and then the supplier shall confirm it.
5. Liability for breach of contract: both parties shall carry out purchase and sale / leasing activities as agreed. In case of failure to supply / rent or pay payment / rent as agreed, the breaching party shall compensate the observant party for its losses.
6. Dispute resolution of the agreement: if both parties have disputes over the performance and interpretation of the agreement, they shall negotiate friendly; If the negotiation fails, either party shall have the right to bring a lawsuit to the people’s court with jurisdiction.
7. Other matters: matters not covered in the agreement shall be settled by both parties through negotiation. If the cumulative transaction amount within the validity period exceeds the annual transaction amount expected by the company’s management, both parties shall negotiate separately and sign a new agreement on the excess part.
4、 Impact of related party transactions on the company
The daily related party transactions between the company and its related party No. 1 machine technology belong to normal purchase, sales and leasing. This related party transaction accounts for a small proportion in similar transactions of the company and has little impact on the production, operation and finance of the company in the current period and in the future.
The pricing principle of the above connected transactions is the market price, which is fair; The decision-making of related party transactions is carried out in strict accordance with the relevant systems of the company, without damaging the interests of the company and non related shareholders; The above related party transactions have no impact on the company’s independence, and the company’s business will not rely on or be controlled by related parties due to the occurrence of such related party transactions.
5、 Prior approval and independent opinions of independent directors
The independent directors of the company approved the above related party transactions in advance, agreed to submit the matter to the board of directors for deliberation, and expressed the following independent opinions:
The daily related party transactions between the company and the related party No. 1 machine technology are required by the company’s daily business activities, do not have a significant impact on the company’s financial status and operating results, and the company’s main business will not rely on the related party. The company’s related party transactions are based on fair and reasonable pricing policies
