Securities code: 601606 securities abbreviation: Anhui Greatwall Military Industry Co.Ltd(601606) Announcement No.: 2021-072 Anhui Greatwall Military Industry Co.Ltd(601606)
Announcement on the completion of land acquisition and storage by the company
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:
This transaction has been deliberated and adopted at the 13th meeting of the second board of directors and the 5th meeting of the Fourth Board of directors of Anhui Greatwall Military Industry Co.Ltd(601606) (hereinafter referred to as "the company" or " Anhui Greatwall Military Industry Co.Ltd(601606) "). On December 24, 2021, the company has completed the overall relocation and land consolidation of the original site, passed the acceptance of Hefei land reserve center, and completed the land handover procedures.
This transaction does not constitute a connected transaction, and there are no major legal obstacles to the implementation of this transaction.
This transaction does not constitute a major asset restructuring.
1、 Transaction overview
Anhui Hongxing Electromechanical Technology Co., Ltd. (hereinafter referred to as "Hongxing electromechanical"), a wholly-owned subsidiary of the company, received the list of notes on land acceptance issued by Hefei land reserve center on December 24, 2021. According to the needs of urban planning of Hefei municipal government, the company has completed the overall relocation and land consolidation of the original site, which has been accepted by Hefei land reserve center, The land delivery formalities have been completed.
The land of Hongxing electromechanical initiating explosive work zone collected and stored by Hefei land reserve center is located at Shuangqi Road, North Second Ring Road, Xinzhan, Hefei, Anhui Province. The details of land acquisition and storage and aboveground buildings (structures) are as follows: (1) land: hgy (2003) Zi No. 0730 and hxgsy (2012) No. 42, with a total area of 134680 square meters. Buildings and ancillary structures: a total of 19053.14 square meters. The property rights of aboveground buildings and ancillary structures belong to Hongxing Electromechanical.
2、 Progress
On May 10, 2017, Anhui Greatwall Military Industry Co.Ltd(601606) the 13th meeting of the second board of directors considered and adopted the proposal on the distribution scheme of land collection and storage compensation in Hongxing electromechanical fire work area.
On December 24, 2021, the company received the land acceptance memo list issued by Hefei land reserve center, which was accepted by Hefei land reserve center and completed the land delivery procedures.
3、 Implementation of decision-making procedures
On May 15, 2017, the state owned assets supervision and Administration Commission of Anhui Provincial People's government issued the reply of SASAC on matters related to land collection and storage in the fire work area of Anhui Hongxing Electromechanical Technology Co., Ltd. (wgzch [2017] No. 257), agreeing to matters related to land collection and storage.
On June 13, 2017, Anhui military industry group, Anhui Greatwall Military Industry Co.Ltd(601606) and Hefei land reserve center signed the contract for the recovery of the use right of state owned construction land in Hefei (he Tu Chu Shou [2017] No. 25), which agreed to recover the land and aboveground buildings in the above-mentioned initiating explosive work area with compensation.
The 13th meeting of the second board of directors of the company deliberated and adopted the proposal on the distribution scheme of land collection and storage compensation in Hongxing electromechanical fire work area.
The fifth meeting of the Fourth Board of directors of the company deliberated and adopted the proposal on land acquisition and storage of the company, and the independent directors expressed independent opinions. Relevant deliberation and voting procedures comply with relevant laws, regulations and the articles of association. This transaction does not constitute a related party transaction, does not constitute a major asset reorganization specified in the administrative measures for major asset reorganization of listed companies, and there are no major legal obstacles to the implementation of the transaction.
4、 Counterparty
1. Name: Hefei land reserve center
2. Address: land planning building, No. 1800, Huaining Road, Hefei
3. Purpose and business scope: responsible for the acquisition of the city's stock land, the unified acquisition of collective land, land reserve, land development and maturation.
5、 Impact of this transaction on the company
1. Distribution of compensation price for collection and storage
According to the land, house and structure appraisal (appraisal) report, the land appraisal value of Anhui military industry group and Anhui Greatwall Military Industry Co.Ltd(601606) ownership is 71.3804 million yuan, the corresponding appraisal value of Hongxing electromechanical house, building and structure is 27.3733 million yuan, and the total appraisal value of the above assets is 98.7537 million yuan. According to the spirit of the minutes of the meeting of Hefei Municipal Land Commission (issue 4, 2016): the compensation standard for the acquisition of stock industrial land by the municipal land reserve center rises by 40% on the basis of the existing appraisal value, the collection and storage consideration for the relocation of the original site of Hongxing electromechanical pyrotechnic zone is 138255200 yuan, and the compensation for the construction of the new site of Hongxing electromechanical pyrotechnic zone is 281744800 yuan, totaling 420 million yuan.
(1) Consideration for collection and storage of original site relocation of initiating explosive work area
According to the resolution of the 13th meeting of the second board of directors of the company, since the land use right of Hongxing electromechanical initiating explosive work zone belongs to Anhui military industry group and Anhui Greatwall Military Industry Co.Ltd(601606) respectively, and the real right of aboveground buildings and ancillary structures belongs to Hongxing Electromechanical, the collection and storage consideration for the relocation of the original site shall be split according to the above asset appraisal value ratio of 36.14: 36.14: 27.72, The original site relocation consideration corresponding to the land use right of the military industry group is 49.9654 million yuan, Anhui Greatwall Military Industry Co.Ltd(601606) the original site relocation consideration corresponding to the land use right of the headquarters is 49.9654 million yuan, and the original site relocation consideration corresponding to Hongxing electromechanical buildings and structures is 38.3244 million yuan.
(2) Compensation for new site construction
According to the letter on the demand plan for land collection and storage compensation funds in the fire work area of Anhui military industry group Hongxing electromechanical company (wjgh [2017] No. 16), the construction of Hongxing electromechanical new site is carried out in two phases, the first phase is a civil blasting equipment project, and the second phase is a military initiating explosive equipment project. According to the ownership of the project, Anhui military industry group shall allocate a new site construction compensation of 73.7903 million yuan, and Hongxing electromechanical shall allocate a new site construction compensation of 207.9545 million yuan.
Up to now, Anhui Greatwall Military Industry Co.Ltd(601606) (including Hongxing electromechanical) has received all the allocated collection and storage expenses totaling 296244300 yuan. The company has completed the overall relocation and land consolidation of the original site, passed the acceptance of Hefei land reserve center, and completed the land delivery procedures.
2. Accounting treatment
(1) Income from asset disposal
After offsetting the book value of the collected and stored assets with the consideration of the original site relocation, the "asset disposal income" in 2021 is recognized. The disposal income of Anhui Greatwall Military Industry Co.Ltd(601606) (including Hongxing electromechanical) is expected to be about 58 million yuan.
(2) Deferred income
The 2079545000 yuan used for the construction of the new site is included in the "deferred income" after deducting the 5.56 million yuan of shutdown loss, land explosion and other expenses. From 2022, it will be recognized as "other income" by stages according to the remaining service life of the newly-built assets. Among them, Hongxing Electromechanical is expected to realize deferred income of 202.3945 million yuan.
The company will conduct corresponding accounting treatment for the above land collection and storage compensation in accordance with the accounting standards for business enterprises and other relevant provisions. The specific accounting treatment and relevant financial data shall be subject to the results audited and confirmed by the accounting firm.
6、 Opinions of independent directors
Independent directors of the company express independent opinions: we believe that the signing of agreements related to land acquisition and storage follows the principles of fairness, impartiality and rationality, the transaction mode conforms to market rules, and the fair value conforms to the interests of the company and all shareholders. The land collection and storage expense distribution plan, fund allocation plan and relevant accounting treatment of the subsidiary Hongxing electromechanical comply with relevant accounting policies and do not damage the interests of the company and all shareholders of the company, especially small and medium-sized shareholders; Relevant deliberation and voting procedures comply with relevant laws, regulations and the articles of association.
7、 Directory of documents for future reference
1. The 13th meeting of the second board of directors of the company;
2. Resolutions of the 5th meeting of the 4th board of directors of the company;
3. Independent opinions of the company's independent directors on the matters considered at the fifth meeting of the Fourth Board of directors;
4. Hefei state owned construction land use right recovery contract (he Tu Chu Shou [2017] No. 25); 5. Minutes of the chamber of commerce between Hefei Municipal People's government and Anhui Military Industry Group Holding Co., Ltd;
6. Letter on the demand plan for land collection and storage compensation funds in the fire work area of Hongxing electromechanical company of Anhui military industry group (wjgh [2017] No. 16);
7. Reply of SASAC on matters related to land collection and storage in fire work area of Anhui Hongxing Electromechanical Technology Co., Ltd. (wgzch [2017] No. 257);
8. Real estate appraisal report;
9. Land appraisal report;
10. Assets appraisal report of the structure assets involved in the proposed relocation of Anhui Hongxing Electromechanical Technology Co., Ltd;
11. List of notes for land acceptance.
It is hereby announced.
Anhui Greatwall Military Industry Co.Ltd(601606) board of directors January 1, 2022
