Securities code: 000657 securities abbreviation: China Tungsten And Hightech Materials Co.Ltd(000657) Announcement No.: 2021-103 China Tungsten And Hightech Materials Co.Ltd(000657)
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) Review procedures for the performance of daily connected transactions
On December 28, 2021, China Tungsten And Hightech Materials Co.Ltd(000657) (hereinafter referred to as “the company”) convened the 28th (Interim) meeting of the ninth session of the board of directors and deliberated and adopted the company’s proposal on the prediction of daily connected transactions in 2022 one by one. During the deliberation of this proposal, the company and China Minmetals Corporation (hereinafter referred to as “China Minmetals”) ）For related party transactions between the company and the company directly or indirectly controlled by the company, three related directors Li Zhongze, Deng Chuping and Du Weiwu avoided voting, and four non related Directors voted unanimously; There is no related party transaction between the company and Xiamen Tungsten Co.Ltd(600549) (hereinafter referred to as ” Xiamen Tungsten Co.Ltd(600549) “) 1 and the company directly or indirectly controlled by it. The directors need to avoid voting, and the seven Directors voted unanimously.
According to relevant regulations, this proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation and approval. The related shareholder China Minmetals Co., Ltd. avoids voting on the related party transactions between the company and China Minmetals and the companies directly or indirectly controlled by China Minmetals at the general meeting of shareholders; Xiamen Tungsten Co.Ltd(600549) (if holding shares of the company) avoids voting on related party transactions between the company and Xiamen Tungsten Co.Ltd(600549) and its companies directly or indirectly controlled at the general meeting of shareholders.
1. Since the company’s senior executives concurrently serve as its directors before April 2021, the transactions occurring within 12 months after stepping down (i.e. April 2021 to April 2022) continue to be recognized as related party transactions.
（2） Overview of daily connected transactions
Due to the daily production and operation needs of the company, It is expected that in 2022, the actual controller China Minmetals Group Co., Ltd. (hereinafter referred to as “China Minmetals”) and its directly or indirectly controlled companies, Xiamen Tungsten Co.Ltd(600549) (hereinafter referred to as ” Xiamen Tungsten Co.Ltd(600549) ” ）And the companies directly or indirectly controlled by them have daily related party transactions such as raw materials and product procurement, product sales and house leasing, including 4565.5 million yuan for raw materials and products purchased, 654.1 million yuan for products sold, 149 million yuan for project construction and 16.5 million yuan for house leasing. From January to November 2021, the total amount of raw materials and products purchased was 3735.3741 million yuan, products sold was 692.9445 million yuan, project construction was 50.9367 million yuan, and house leasing was 8.6102 million yuan. (the above amounts are tax exclusive)
（3） Category and amount of estimated daily related party transactions
Unit: 10000 yuan
Estimated amount of related transactions between related parties and related parties amount of the previous year easy category easy content pricing principle (January November)
Hunan Shizhuyuan Nonferrous Metals Co., Ltd
The market price of Metal Co., Ltd. is 178500.00146343.17
Jiangxi Xiushui Ganbei market price 164200.00119743.14 Tungsten Industry Co., Ltd
The market price of China Minmetals is 19170.0013510.33 Xiamen Tungsten Co.Ltd(600549) apt and the market price of oxygen is 15380.0029439.26 to purchase tungsten and oxygen from Hunan XinTianLing tungsten industry
The market price of raw materials and chemical molybdenum and tungsten of the company is 27000.0021672.03, and the products are Hunan Yaogangxian mining concentrate, etc
The market price of the limited liability company is 27750.0029570.38. Jiangxi Xiushui censer
The market price of Shan Tungsten Industry Co., Ltd. is 13750.0013259.10
Hengyang Yuanjing tungsten industry has a market price of 10800.000, limited liability company
Subtotal 456550.00373537.41
Sales of Hunan Shizhuyuan Nonferrous tungsten concentrate at the market price of 32100.0037964.75 product Metals Co., Ltd
department
Jiangxi Xiushui Ganbei market price 13500.0016734.56
Tungsten Industry Co., Ltd
China Minmetals market price 7500.006841.71
Xiamen Tungsten Co.Ltd(600549) market price: 12310.007753.43
Subtotal 65410.0069294.45
Minmetals 23rd Metallurgical construction market price: 14800.005093.67
Project Design Group Co., Ltd. project construction
The market price of Minmetals in China is 100.000
Subtotal 14900.005093.67
The market price of China Minmetals leasing house is 1650.00861 02
Subtotal of lease 1650.00861 02
Note 1: due to the expected large number of connected persons and small expected transaction amount, which does not meet the separate disclosure standard, the simplified disclosure is the same
I. the actual controller “China Minmetals” or ” Xiamen Tungsten Co.Ltd(600549) “, so the table data is between China Minmetals and Xiamen Tungsten Co.Ltd(600549)
The estimated amount of daily related party transactions includes all direct or indirect transactions with China Minmetals and Xiamen Tungsten Co.Ltd(600549) except for separate disclosure
Amount between indirectly controlled companies.
Note 2: the related party transactions between the company and Xiamen Tungsten Co.Ltd(600549) from January to November of last year include Chengdu Hongbo Molybdenum Industry Co., Ltd. and Mali
Pohaiyu Tungsten Industry Co., Ltd., Xiamen Jinlu Special Alloy Co., Ltd., Jiujiang Jinlu cemented carbide Co., Ltd., Fujian Xin
Amount of related party transactions of Lulu Tungsten Industry Co., Ltd. and Xiamen Jinlu cemented carbide Co., Ltd.
（4） Actual occurrence of daily related party transactions in the previous year
Unit: 10000 yuan
Actual occurrence actual occurrence
Amount difference and index (%) (%) between the estimated amount of related party transactions of related parties in the proportion of similar amount and the business of easy content (January November) on the estimated disclosure date
Hunan Shizhuyuan Nonferrous gold 155710.00146343.1739 186.02 April 24, 2021 is a limited liability company. Jiangxi Xiushui Ganbei tungsten apt, 124600.00119743.1432 063.90 announcement on purchasing China Minmetals tungsten and tungsten 13515.0013510.333.620.03 daily related raw material concentrate, transaction forecast and product Xiamen Tungsten Co.Ltd(600549) 6400.005244.051.418.06 by Chengdu Hongbo Molybdenum Industry Co., Ltd. in 2021 (Announcement No. 9000.008561.502.294.87):
Malipo Haiyu tungsten industry (2021-11); Limited company 1460.001011.510 two thousand seven hundred and thirty point seven two
Xiamen Jinlu special alloy 3830.004055.211 095.88 announcement of Jiujiang Jinlu cemented carbide Co., Ltd. on 5500.006651.231.7820.93 plus 5670.003915.761.0530.94 joint transaction of Fujian Xinlu Tungsten Industry Co., Ltd. in 2021 to advance the accrued amount of Hunan XINTIANLING Tungsten Industry Co., Ltd. 19200.0021672.035.812.88 on October 26, 2021 (Public Notice No. of Hunan Yaogangxian Mining Co., Ltd.: 33200.0029570.38
