Securities code: Ningxia Baofeng Energy Group Co.Ltd(600989) securities abbreviation: Ningxia Baofeng Energy Group Co.Ltd(600989) Announcement No.: 2022006 Ningxia Baofeng Energy Group Co.Ltd(600989) about 2021
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
● the actual amount of the company's daily related party transactions with related parties in 2021 and 2022 did not meet the review criteria of the general meeting of shareholders, so it is not necessary to submit it to the general meeting of shareholders for review.
● this daily related party transaction is the normal production and operation behavior of the company and takes the market fair price as the pricing standard. It does not form a great dependence on related parties and will not have an adverse impact on the company's sustainable operation ability.
1、 Basic information of daily connected transactions
(I) review procedures for the performance of daily connected transactions
1. Ningxia Baofeng Energy Group Co.Ltd(600989) (hereinafter referred to as "the company") convened the 16th meeting of the third board of directors of the company by means of communication voting on March 9, 2022, deliberated and adopted the proposal on the implementation of daily connected transactions in 2021 and the prediction of daily connected transactions in 2022, including Mr. Dang Yanbao, Mr. Lu Jun, Mr. Yong Wu, Mr. Liu Yuanguan Mr. Gao Jianjun abstained from voting.
2. The independent directors approved the proposal in advance and expressed their agreed independent opinions. They believed that the company's daily related party transactions in 2022 were expected to follow the principles of openness, fairness and impartiality, the transaction price was fair, and the procurement, sales and leasing transactions between the company and related parties were all continuous businesses in the company's daily production and operation, The transaction will help the company reduce production costs and ensure stable production. When the board of directors of the company deliberated the proposal, the related directors avoided voting in accordance with relevant regulations. The deliberation and voting procedures were in line with relevant laws, regulations, departmental rules, normative documents and the articles of association. There was no damage to the rights and interests of the company and minority shareholders. They unanimously agreed to the prediction of the above daily related party transactions.
(II) prediction and implementation of the company's daily connected transactions in 2021
1. Purchasing (selling) goods / providing labor services and leasing from related parties
Unit: Yuan
Content of related party related party transactions in 2021 estimated actual in 2021
Ningxia fengteng Plastics Co., Ltd. sells polyethylene, polypropylene, etc. 34672739962782353496
Ningxia huadefeng environmental protection new energy Co., Ltd. sells methyl tert butyl ether, mixed - 4792554265 company C5, light hydrocarbon and washing oil
Other affiliated companies 18988747361818173
Subtotal of sales 36571614697636725934
Lease of other affiliated companies 228743646502345
Subtotal of lease 228743646502345
Ningxia Ningxia Baofeng Energy Group Co.Ltd(600989) group Ningdong gas station purchasing oil 72782140144449398444 Co., Ltd
Ningxia fengteng Plastic Industry Co., Ltd. purchases woven bags and accepts transportation services 117860641159424833294
Services received by Ningxia Ruian Construction Co., Ltd. - 1287673223
Ningxia huifengxiang distributed photovoltaic power generation Co., Ltd. has purchased 88150 Shenzhen Zhenye(Group)Co.Ltd(000006) 214976965 electricity
Other affiliated companies 2500 China Vanke Co.Ltd(000002) 50161281
Subtotal of procurement: 2812927812921627043207
Total 3180931396229270271486
(III) estimated amount and category of daily connected transactions in 2022
1. Selling (Purchasing) goods / providing labor services to related parties
From the beginning of this year to the end of this year, it is estimated that in 2022, the cumulative amount (yuan) accounted for the ratio of the actual amount of the same disclosure date and related parties in the previous year to the actual content (yuan) of related party transactions in the previous year Reasons for large differences in the amount of inter bank transactions
Ningxia fengteng plastic industry sells polyethylene
Polypropylene Co., Ltd. 3500000000 0.27% 740265462782353496/
Ningxia huadefeng environmental protection Sales Co., Ltd. methyl tert butyl
New energy Co., Ltd. basic ether, mixed C5, 5800000000 6% 7845445134792554265/
Light hydrocarbon, wash oil
Ningxia Baofeng yunengke sells concrete
Technology Co., Ltd. 98 million.00 ---/
Ningxia Baofeng energy storage materials sales Concrete
Materials Co., Ltd. 5 Shanghai Pudong Development Bank Co.Ltd(600000) 000 ---/
Other companies other 300000000 2% 568106261818173/
Sales subtotal 250000 China High-Speed Railway Technology Co.Ltd(000008) 642521217636725934/
Other companies rent 45000000 7% - 6502345/
Subtotal of lease 450 Shenzhen Zhenye(Group)Co.Ltd(000006) 502345/
Ningxia Ningxia Baofeng Energy Group Co.Ltd(600989) collection
Tuan Ningdong gas station has purchased oil products of 54000000000 99% 2628290214449398444/
Ningxia fengteng Plastic Co., Ltd. has purchased woven bags
Limited company accepts transportation services 11000000000 100% 12632460189424833294/
Distribution of Huixiang in Ningxia
Power purchased by photovoltaic power generation Co., Ltd. 7500000000 11% 3953097656214976965/
company
Other companies other 300000000 6% - 250161281/
Subtotal of procurement: 242000 Ping An Bank Co.Ltd(000001) 92138480420339369984/
Total 492450 China Vanke Co.Ltd(000002) 78563692527982598263/
Due to the large number of related parties of the company, the company will separately list the transactions with a single related party with an expected transaction amount of more than 3 million yuan, and other related parties with sporadic procurement, sales, receiving labor services and providing labor services of 3 million yuan or less will be consolidated.
2、 Introduction and relationship of related parties
(I) basic information of related parties
1. Ningxia Ningxia Baofeng Energy Group Co.Ltd(600989) group Ningdong gas station Co., Ltd
Nature of enterprise: limited liability company (invested or controlled by natural person)
Legal representative: Party Yanquan
Registered capital: 15 million yuan
Registered address: Baofeng circular economy Industrial Park (intersection of Commercial Street), Ningdong, Yinchuan City
Business scope: Sales of gasoline, diesel and natural gas
As of December 31, 2021, the company has total assets of 367993 million yuan and net assets of 259687 million yuan; From January to December 2021, the operating revenue was 89 million yuan and the net profit was 1.3709 million yuan.
2. Ningxia fengteng Plastic Industry Co., Ltd
Nature of enterprise: limited liability company (invested or controlled by natural person)
Legal representative: Zhang Jintian
Registered capital: 133083 million yuan
Registered address: Gaoshawo functional zone, Yanchi Industrial Park, Ningxia
Business scope: recycling and reuse of waste plastics; Production, processing and sales of plastic textile bags, agricultural films and industrial bags; Hardware and building materials sales; Mechanical equipment maintenance; Road general cargo transportation; Sales and transportation of coal and coke; Polyethylene, polypropylene, polystyrene, anthracene oil, phenol oil, 1,3-butadiene, acrylonitrile, ethylene, pentane, ammonia, ammonia, crude benzene, modified asphalt, sodium hydroxide, diethyl aluminum chloride, styrene, wash oil, methanol, xylene, pure benzene, liquid oxygen, liquid nitrogen, butane, naphtha, 1-butene, triethylaluminum, sulfur, liquefied petroleum gas, liquefied natural gas, propane Sales of naphtha, 1-butene, triethylaluminum, sulfur, liquefied naphtha gas, liquefied natural gas, propane, coal tar, methyl tert butyl ether, methyl butane and xylene isomer mixtures.
As of December 31, 2021, the company has total assets of RMB 800713 million and net assets of RMB 47.45 million; From January to December 2021, the operating revenue was 150.73 million yuan and the net profit was 11.53 million yuan.
3. Ningxia huifengxiang distributed photovoltaic power generation Co., Ltd
Nature of enterprise: limited liability company (invested or controlled by natural person)
Legal representative: Zhang Benlin
Registered capital: 15 million yuan
Registered address: No. 6, Yinchuan international business building, Yinchuan District, Ningxia
Business scope: for projects that are clearly defined by laws and regulations or subject to approval by the State Council, business activities can be carried out only with the approval of relevant departments; If there is no need for examination and approval, the enterprise shall independently choose business projects to carry out business activities.
As of December 31, 2021, the company has total assets of 403658 million yuan and net assets of 779273 million yuan; From January to December 2021, the operating revenue was 678196 million yuan and the net profit was 516113 million yuan.
4. Ningxia huadefeng environmental protection new energy Co., Ltd
Nature of enterprise: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
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