Zhong Fu Tong Group Co.Ltd(300560) : 2021-116 announcement on signing sales contracts by subsidiaries of holding subsidiaries

Securities code: 300560 securities abbreviation: Zhong Fu Tong Group Co.Ltd(300560) Announcement No.: 2021-116 Zhong Fu Tong Group Co.Ltd(300560)

Announcement on the signing of sales contracts by subsidiaries of holding subsidiaries

The company and all members of its board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.

Special tips:

1. Effective conditions of the contract: the contract shall come into force after being signed by the legal representatives or authorized representatives of both parties and affixed with their respective official seals or special seals for contract.

2. Major risks and uncertainties:

(1) The contract payment shall be paid to Shenzhen yingboda Intelligent Technology Co., Ltd. by stages, in proportion and according to the product quality standard, which has the risk of long payment collection cycle, failure to deliver on time or failure to collect the payment in full;

(2) Although the contract has been officially signed and entered into force, it may be affected by changes in relevant policies and regulations, industrial environment and customer needs, as well as unforeseeable and unavoidable force majeure. There is a certain risk of uncertainty before the completion of the contract.

Please pay attention to investment risks.

3. Impact of contract performance on the company's operating results: if the contract is successfully performed, it will have a positive impact on the operating performance of Shenzhen inboda Intelligent Technology Co., Ltd. in 2022.

1、 Contract signing overview

Shenzhen yingboda Intelligent Technology Co., Ltd. (hereinafter referred to as "yingboda" or "the seller"), a subsidiary of the holding subsidiary of Zhong Fu Tong Group Co.Ltd(300560) (hereinafter referred to as "the company"), signed an agreement with Shenzhen Yunhan Technology Co., Ltd. (hereinafter referred to as "Yunhan technology" or "the buyer") on December 28, 2021 on its procurement of edge computing servers and edge computing AI computing components The total amount of the purchase contract is 35.784 million yuan. The main information of the contract is announced as follows:

2、 Introduction to the parties to the contract

1. Basic information

(1) Name: Shenzhen Yunhan Technology Co., Ltd

(2) Registered address: East of floor 3, building F, Shenzhen Fuanna Bedding And Furnishing Co.Ltd(002327) Industrial Park, Longhua District, Shenzhen

(3) Legal representative: Zeng Honghan

(4) Registered capital: 15 million yuan

(5) Enterprise type: limited liability company

(6) Business term: August 28, 2015 to long term

(7) Business scope: general business items are: technical development and sales of electronic products; Software development and e-commerce; China trade; It is engaged in the import and export of goods and technology., The licensed business items are: production and assembly of electronic products.

2. Association relationship

The company has no relationship with Yunhan technology and has no business dealings with it from 2018 to 2020 in the last three fiscal years.

3. Performance capability analysis

Yunhan technology operates well, and its shareholders have good social reputation and the ability to perform their contractual obligations.

3、 Main contents of the contract

1. Contract object: a batch of edge computing servers and a batch of edge computing AI force components;

2. Contract amount: 35.784 million yuan

3. Signed at: 201, block C, Dawei business space, Jianshe Road, Shangfen community, Minzhi street, Longhua new area, Shenzhen; 4. Contract signing date: December 28, 2021;

5. Effective conditions: the contract shall come into force after being signed by the legal representatives or authorized representatives of both parties and affixed with their respective official seals or special seals for contract;

6. Delivery time: delivery shall be completed in batches within 6 months after the contract takes effect;

7. Payment method: all payments under the contract shall be made in RMB, and the buyer shall pay the corresponding proportion after meeting the payment conditions and receiving the documents required for payment issued by the seller;

8. Warranty period: 3 years, calculated from the date of signing the final inspection certificate of the product;

9. Liability for breach of contract: (1) product nonconformity breach of contract: if the buyer agrees to use, the price shall be based on quality. If it cannot be used, the Seller shall be responsible for selection, repair or return according to the specific circumstances, and the expenses incurred shall be borne by the seller. If the seller still fails to meet the requirements after repair or replacement twice, it shall be treated as non delivery. (2) Progress breach: if the seller fails to deliver the goods on time, it shall pay the buyer liquidated damages at 0.03% of the amount of overdue delivery per day. If the delay reaches 15 days, the buyer has the right to terminate the contract. (3) The Seller shall bear the storage, maintenance and other expenses incurred during the period of early delivery and custody. (4) If the seller fails to deliver the goods or refuses to deliver the goods, it shall compensate the buyer for the liquidated damages equivalent to 3% of the payment for the part that cannot be delivered. (5) Product quality problem: if the buyer's customer complains due to the product quality problem provided by the seller, resulting in the buyer's loss, the buyer shall notify the seller in writing after accounting for its tangible loss (expenses and claims) and intangible loss (company reputation), and deduct it from the seller's payment after the seller confirms the quality problem. If the seller has objection to the quality problem, The buyer shall not deduct the payment payable and shall submit it to the quality and Technical Supervision Bureau of the seller for quality appraisal. It is identified that the quality problem is caused by the seller, and the supplier and the buyer shall negotiate the compensation separately.

4、 Purpose of signing the contract and its impact on the company

Since Shanghai Fuzong Technology Co., Ltd., the holding subsidiary of the company, controlled InBev, the company has focused on increasing the integration of internal and external resources, strengthening technology research and development, deepening the business synergy between the company and InBev, and further promoting the effective expansion of the company's edge computing business market. With the rise of cloud games, cloud computing, edge computing and distributed storage, Communication operators have great demand for edge computing servers and AI computing power accessories, so as to promote inbec to accelerate the R & D and application of edge computing related products, and launch a series of edge computing products with strong computing storage capacity and rich communication means. The signing of this contract is the basis for the expansion of the company's business from the original communication technology operation and maintenance service to the field of big data platform construction and operation edge computing, which will help to continuously improve the company's core competitiveness.

The signing of this contract will not affect the independence of the company's business, and will not have a significant impact on the company's short-term financial status and operating results.

5、 Risk tips and other instructions

1. The contract payment shall be paid to inbec in stages, in proportion and according to the product quality standard, which has the risk of long payment collection cycle, failure to deliver on time or failure to collect the payment in full;

2. Although the contract has been officially signed and entered into force, it may be affected by changes in relevant policies and regulations, industrial environment and customer needs, as well as unforeseeable and unavoidable force majeure. There is a certain risk of uncertainty before the completion of the contract.

Please pay attention to investment risks.

6、 Contract review procedure

According to the Shenzhen Stock Exchange GEM Listing Rules, the articles of association and other relevant provisions, the above contract belongs to the company's daily operation contract, does not involve related party transactions, and the company's main business does not rely on the parties due to the performance of the contract. The company has fulfilled the corresponding approval procedures in accordance with the internal management system. This contract does not need to be submitted to the board of directors or the general meeting of shareholders for deliberation, nor does it need independent directors and lawyers to express their opinions.

7、 Documents for future reference 1. Purchase contract;

It is hereby announced.

Zhong Fu Tong Group Co.Ltd(300560)

Board of directors

December 31, 2021

 

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