Securities code: 000513, 01513 securities abbreviation: Livzon Pharmaceutical Group Inc(000513) , Lizhu pharmaceutical Announcement No.: 2021-104 Livzon Pharmaceutical Group Inc(000513)
Announcement on the forecast of daily connected transactions of the company 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
According to the needs of daily operation of Livzon Pharmaceutical Group Inc(000513) (hereinafter referred to as “the company”) in 2022, the company has reasonably estimated the amount of various related party transactions related to daily operation, including purchasing goods, providing labor services and leasing, which are proposed to occur with relevant related parties. The relevant details are as follows:
1. The company expects that the total amount of daily related party transactions with the controlling shareholder Joincare Pharmaceutical Group Industry Co.Ltd(600380) (hereinafter referred to as ” Joincare Pharmaceutical Group Industry Co.Ltd(600380) “) and its subsidiaries in 2022 will be about RMB 545.15 million. The third extraordinary general meeting of shareholders of the company in 2019 deliberated and approved the proposal on signing the three-year continuous related party / connected transaction framework agreement between the company and Joincare Pharmaceutical Group Industry Co.Ltd(600380) from 2020 to 2022, It is agreed that the maximum amount of commodity purchase transactions between the company and Joincare Pharmaceutical Group Industry Co.Ltd(600380) and its subsidiaries in 2022 is 467 million yuan. The estimated cumulative amount of transactions related to other daily operations of Joincare Pharmaceutical Group Industry Co.Ltd(600380) and its subsidiaries other than purchased goods is about 78.15 million yuan, accounting for 0.65% of the company’s latest audited net assets attributable to the owners of the parent company (12107.2419 million yuan), which need not be submitted to the general meeting of shareholders for deliberation.
2. The company estimates that the total amount of daily related party transactions with other related parties Guangdong Lanbao Pharmaceutical Co., Ltd. (hereinafter referred to as “lanbao pharmaceutical”) in 2022 is RMB 98.3 million, accounting for 0.81% of the company’s latest audited net assets attributable to the owners of the parent company (RMB 12107.2419 million), which need not be submitted to the general meeting of shareholders for deliberation.
3. The company estimates that in 2022, the total amount of daily related party transactions with the holding subsidiary of other related parties Shenzhen health Alu Information Technology Co., Ltd. (hereinafter referred to as “health Alu”) is RMB 10.04 million, accounting for 0.08% of the company’s latest audited net assets attributable to the parent company (RMB 12107.2419 million), which need not be submitted to the general meeting of shareholders for deliberation.
4. The company estimates that the total amount of daily related party transactions with other related parties Zhuhai shengmei biological diagnostic technology Co., Ltd. (hereinafter referred to as “shengmei biological”) and its holding subsidiary Zhuhai shengmei gene testing technology Co., Ltd. (hereinafter referred to as “shengmei gene”) in 2022 is RMB 4.67 million, Accounting for 0.04% of the company’s latest audited net assets attributable to the owners of the parent company (12107.2419 million yuan), it is not necessary to submit it to the general meeting of shareholders for deliberation.
5. The company estimates that the total amount of daily related party transactions with other related parties Shenzhen Youbao Technology Co., Ltd. in 2022 is RMB 2.2 million, accounting for 0.02% of the company’s latest audited net assets attributable to the owners of the parent company (RMB 12107.2419 million), which need not be submitted to the shareholders’ meeting of the company for deliberation.
The company has held the 27th meeting of the 10th board of directors on December 30, 2021, which deliberated and adopted the proposal on the prediction of the company’s daily connected transactions in 2022. During the deliberation of this proposal, the connected directors Mr. Zhu Baoguo, Mr. Qiu Qingfeng, Mr. Yu Xiong, Mr. Tao Desheng, Mr. Tang Yanggang and Mr. Xu Guoxiang have avoided voting, The above proposal was unanimously adopted after deliberation by the non affiliated directors attending the meeting (voting results: 5 in favor, 0 against and 0 abstention).
（2） Category and amount of daily connected transactions in 2022
Unit: 10000 yuan
Related parties related party transactions related party transactions pricing principles estimated amount easy category content (excluding tax)
The purchased goods of Shenzhen Haibin Pharmaceutical Co., Ltd. shall be determined through negotiation according to the market price of 8000.00
Joincare Pharmaceutical Group Industry Co.Ltd(600380) the purchased goods shall be determined through negotiation according to the market price 00
Purchase commodities from the related Jiaozuo Joincare Pharmaceutical Group Industry Co.Ltd(600380) Biological Products Co., Ltd. and determine 36000.00 according to the market price through negotiation
The purchaser shall negotiate and determine the commodity purchased by Xinxiang Haibin Pharmaceutical Co., Ltd. at the market price of 2500.00
The purchase of commodities by the holding subsidiary of commodity health Aru shall be determined through negotiation according to the market price
The commodities purchased by Guangdong Lanbao Pharmaceutical Co., Ltd. shall be determined through negotiation according to the market price 00
Subtotal 47387.00
The sales price of Shenzhen Haibin Pharmaceutical Co., Ltd. shall be determined through negotiation according to the market price 00
Joincare Pharmaceutical Group Industry Co.Ltd(600380) the sold goods shall be determined through negotiation according to the market price 24.00
The sales price of Jiaozuo Joincare Pharmaceutical Group Industry Co.Ltd(600380) Biological Products Co., Ltd. shall be determined through negotiation according to the market price
Sales of goods to related Shenzhen Madame Pharmaceutical Co., Ltd. shall be determined through negotiation according to the market price 300 sales Joincare Pharmaceutical Group Industry Co.Ltd(600380) the sales of goods by Haibin Pharmaceutical Co., Ltd. shall be determined through negotiation according to the market price The sales of commodities by the holding subsidiary of commodity health Aru shall be determined through negotiation according to the market price 990 00 Guangdong Lanbao Pharmaceutical Co., Ltd. sells goods at the market price determined through negotiation 8183.00
Zhuhai shengmei biological diagnostic technology Co., Ltd. shall negotiate and determine the sales price of 7.00 yuan according to the market price
Zhuhai shengmei gene testing technology Co., Ltd. shall negotiate and determine the sales price of 18.00 yuan according to the market price
Subtotal 9897.00
Providing labor services to related Shenzhen Haibin Pharmaceutical Co., Ltd. shall be determined through negotiation according to the market price 764 00
104. The person providing Joincare Pharmaceutical Group Industry Co.Ltd(600380) labor services shall be determined through negotiation according to the market price 00
Labor services Joincare Pharmaceutical Group Industry Co.Ltd(600380) (Guangdong) Special Medical Food Co., Ltd. shall provide labor services at the market price of 58.00
The labor services provided by Henan Joincare Pharmaceutical Group Industry Co.Ltd(600380) Biomedical Research Institute Co., Ltd. shall be determined through negotiation at the market price of 54.00 yuan
The labor services provided by Guangdong Lanbao Pharmaceutical Co., Ltd. shall be determined through negotiation according to the market price 974 00
The labor services provided by Zhuhai shengmei biological diagnostic technology Co., Ltd. shall be determined through negotiation at the market price of 113.00 yuan
The labor provided by Zhuhai shengmei gene testing technology Co., Ltd. shall be determined through negotiation according to the market price of 57.00 yuan
Subtotal 2124.00
The labor service accepted by Jiaozuo Joincare Pharmaceutical Group Industry Co.Ltd(600380) Biological Products Co., Ltd. shall be determined through negotiation according to the market price of 3735.00
Shanghai Fangyu Health Medical Technology Co., Ltd. accepts labor services, which shall be determined through negotiation according to the market price 560 00
Accept the labor services accepted by Henan Joincare Pharmaceutical Group Industry Co.Ltd(600380) Biomedical Research Institute Co., Ltd., which shall be determined through negotiation according to the market price 00
The labor service accepted by lianrenti Shenzhen Youbao Technology Co., Ltd. shall be determined through negotiation according to the market price 00
The labor provided by Shenzhen Haibin Pharmaceutical Co., Ltd. shall be determined according to the market price through negotiation
Shenzhen Mrs. Wu Pharmaceutical Co., Ltd. accepts labor services, which shall be determined through negotiation according to the market price
Joincare Pharmaceutical Group Industry Co.Ltd(600380) Haibin Pharmaceutical Co., Ltd. accepts labor services at the market price of 10.00
Subtotal 5588.00
Leased assets Joincare Pharmaceutical Group Industry Co.Ltd(600380) leased assets shall be determined through negotiation according to the market price 120 476. The leased assets of Jiaozuo Joincare Pharmaceutical Group Industry Co.Ltd(600380) Biological Products Co., Ltd. shall be determined through negotiation according to the market price Subtotal 596.00 00
The leased assets of Jiaozuo Joincare Pharmaceutical Group Industry Co.Ltd(600380) Biological Products Co., Ltd. shall be determined through negotiation according to the market price 00
The leased assets of health pharmaceutical (China) Co., Ltd. shall be determined through negotiation at the market price of 20.00 yuan
The leased assets of Joincare Pharmaceutical Group Industry Co.Ltd(600380) (Guangdong) Special Medical Food Co., Ltd. shall be determined through negotiation at the market price. 34.00 the leased assets of chantiancheng Industrial Co., Ltd. shall be determined through negotiation at the market price. 8.00 the leased assets of Zhuhai shengmei biological diagnostic technology Co., Ltd. shall be determined through negotiation at the market price. 245 00
The leased assets of Zhuhai shengmei gene testing technology Co., Ltd. shall be determined according to the market price through negotiation
Subtotal 454 00
（3） Actual occurrence of daily connected transactions from January to November 2021
From January to November 2021, the total amount of related party transactions between the company and Joincare Pharmaceutical Group Industry Co.Ltd(600380) and its subsidiaries was RMB 241592300; The total amount of related party transactions with lanbao pharmaceutical is RMB 66.1896 million; The total amount of related party transactions with the holding subsidiary of health Alu is RMB 5.4617 million; The total amount of related party transactions with shengmei biology and its subsidiaries is RMB 3094800; The total amount of related party transactions with Youbao technology is RMB 375700. The above daily connected transactions with related parties actually occurred did not exceed the expected amount of the previous year, and the specific implementation will be disclosed in detail in the company’s 2021 annual report.
2、 Related person introduction and relationship
1、 Joincare Pharmaceutical Group Industry Co.Ltd(600380)
(1) Basic information
Joincare Pharmaceutical Group Industry Co.Ltd(600380) is a joint-stock company established with the approval of Shenzhen market supervision administration. It is listed on Shanghai stock exchange with securities code: 600380 and its controlling shareholder
