Shanghai Zhezhong Group Co.Ltd(002346) special report on occupation of non operating funds and other related capital transactions in 2021
About Shanghai Zhezhong Group Co.Ltd(002346)
Occupation of non operating funds and other related capital transactions
Special report
Xin Hui Shi Bao Zi [2022] No. za10228 Shanghai Zhezhong Group Co.Ltd(002346) all shareholders:
We have audited the financial statements of Shanghai Zhezhong Group Co.Ltd(002346) (hereinafter referred to as " Shanghai Zhezhong Group Co.Ltd(002346) company") in 2021, including the consolidated and parent company's balance sheet as of December 31, 2021, the consolidated and parent company's income statement, the consolidated and parent company's cash flow statement, the consolidated and parent company's statement of changes in owner's equity and notes to relevant financial statements, And issued an unqualified audit report with the report number of xksbz [2022] No. za10226 on December 31, 2021.
Shanghai Zhezhong Group Co.Ltd(002346) the management of the company shall comply with the guidelines for the supervision of listed companies No. 8 - regulatory requirements for capital transactions and external guarantees of listed companies (CSRC announcement [2022] No. 26) and the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - business handling of China Securities Regulatory Commission The attached summary table of non operating capital occupation and other related capital transactions in 2021 (hereinafter referred to as the "summary table") has been prepared in accordance with the relevant provisions of the. The management of Shanghai Zhezhong Group Co.Ltd(002346) company is responsible for preparing the summary and ensuring its authenticity, accuracy, legality and completeness. We checked the information contained in the summary sheet with the accounting data we reviewed when we audited the 2021 financial statements of Shanghai Zhezhong Group Co.Ltd(002346) company and the relevant contents disclosed in the audited financial statements, and found no inconsistency in major aspects.
In order to better understand the occupation of non operating funds and other related capital transactions of Shanghai Zhezhong Group Co.Ltd(002346) company in 2021, the summary statement should be read together with the audited financial statements.
This report is only used by Shanghai Zhezhong Group Co.Ltd(002346) company for the purpose of disclosing the annual report of 2021, and shall not be used for any other purpose.
Chinese Certified Public Accountants of Lixin certified public accountants:
(special general partnership)
Chinese certified public accountant:
Shanghai, China March 9, 2002
Shanghai Zhezhong Group Co.Ltd(002346) summary of non operating capital occupation and other related capital transactions in 2021
Unit: 10000 yuan
Proportion of Listed Companies in 2021
2021 accounting for 2021
Proportion of non operating funds in the cumulative accounting use of the occupier and the listed company at the end of the period
Name of the fund occupier: the accounting amount of the relationship between the nature of the initial occupation of the capital and the nature of the accumulated occupation of the company (excluding the reasons for the utilization of the capital)
Amount of balance interest (if any)
Account (interest) balance
Controlling shareholders, actual controllers and their subsidiaries
Subtotal ----
Former controlling shareholders, actual controllers and their subsidiaries
Subtotal ----
Subtotal of other related parties and their subsidiaries
Total ------
The listed company's 2021 period from 2021 to 2021 to 2021 the nature of transactions in 2021 other related funds to the name of the capital transaction party. The transaction party and the listed company calculate the initial transaction capital to accumulate the profits and repayments of the funds. The accumulated profits and repayments of the funds often come to form at the end of the period (amount of accounting balance of related relationship of the operating transaction department (excluding interest (if any) from the amount incurred, from the cause of capital, and from non operating account interest)
Controlling shareholder, actual other receivables
The controller and its subsidiary Guojing (Jiaxing) Semiconductor Co., Ltd. (note) control 1000000 purchase money and business transactions with the same actual controller
paragraph
enterprise
Other receivables from Shanghai Dazhen Asset Management Center (limited partnership), a subsidiary of the listed company
Current account of holding subsidiary 0.20 current account of non operating company and its subsidiaries
Other related parties and other receivables
Current account of affiliated enterprises of Shanghai Fengxian gas turbine power generation Co., Ltd. 38.37 current account of non operating affiliated enterprises
Dividends receivable from Shanghai Gas Turbine Power Generation Co., Ltd. 200000
Total -1200000-38.57 -20.00-
Note: Zhongjing (Jiaxing) Semiconductor Co., Ltd. (later renamed Guojing (Jiaxing) Semiconductor Co., Ltd., hereinafter referred to as "Guojing semiconductor") signed equipment procurement contracts with Jiyong Commercial Co., Ltd. and Jiyong Commercial Co., Ltd. in December 2019 and June 2020 respectively.
In order to improve the capital utilization rate of the listed company and speed up the project construction process, Shanghai Zhezhong Group Co.Ltd(002346) (hereinafter referred to as "listed company" or "Shanghai Zhezhong") plans to purchase some machinery and equipment with its own funds and lease them to the related party Guojing semiconductor, so as to maximize the interests of both parties. In April 2021, Shanghai Zhezhong and Guojing semiconductor signed a memorandum of contract with Jiyong Commercial Co., Ltd. and Jiyong Commercial Co., Ltd. respectively, which agreed that all rights and obligations of the original Guojing semiconductor equipment purchase agreement should be transferred to the listed company, and the equipment ownership should be owned by the listed company; At the same time, Shanghai Zhezhong signed an equipment leasing contract with Guojing semiconductor. Guojing semiconductor paid the leasing fee to Shanghai Zhezhong at the price of 10 million yuan per year for a total period of 16 years. In May 2021, the listed company applied to Bank Of Ningbo Co.Ltd(002142) Shanghai Minhang sub branch for issuing a bank acceptance bill of 100 million yuan to the payee Guojing semiconductor. Guojing semiconductor pledged the bill to Bank Of Communications Co.Ltd(601328) Jiaxing branch for issuing import and export letters of credit and equipment procurement. In order to follow-up long-term development, the listed company plans to increase the capital of related party Guojing semiconductor and include Guojing semiconductor into the scope of merger. Considering the upcoming merger, in July 2021, the listed company and Guojing semiconductor signed the supplementary agreement on the contract memorandum with Jiyong Co., Ltd. and Jiyong Co., Ltd. respectively. All parties agreed to terminate the original memorandum, and the lease agreement between Guojing semiconductor and Shanghai Zhezhong was cancelled. Then Guojing semiconductor replaced the bank acceptance bill with bank deposit as security deposit, and released the pledge of the bill; In July 2021, Guojing semiconductor transferred and endorsed the bill to the listed company. After the listed company received the above bank acceptance bills, the above bills have not been used as of the date of this report.
This form was approved by the board of directors on March 9, 2022.
Legal representative: person in charge of Accounting: person in charge of accounting organization (person in charge of Accounting):
