Securities code: Tianrun Industry Technology Co.Ltd(002283) securities abbreviation: Tianrun Industry Technology Co.Ltd(002283) Announcement No.: 2022012
Tianrun Industry Technology Co.Ltd(002283)
Announcement on the forecast of daily connected transactions in 2022
The company and all members of the board of directors guarantee that the content of information disclosure is true, accurate and complete without falsehood
False records, misleading statements or material omissions.
1、 Basic information of daily connected transactions
(I) overview of daily connected transactions
1. Consideration of related party transactions
Tianrun Industry Technology Co.Ltd(002283) (hereinafter referred to as “the company” or ” Tianrun Industry Technology Co.Ltd(002283) “) held the 23rd Meeting of the 5th board of directors on March 12, 2022. The proposal on the prediction of daily connected transactions in 2022 was considered and adopted by 3 votes in favor, 0 votes against and 0 abstentions. Among them, related directors Xing Yunbo, sun Haitao, Xu Chengfei, Liu Li, Zhou Xianzhong and Yu Qiuming avoided voting. The independent directors of the company have expressed their prior approval opinions and clearly agreed independent opinions on the matter. According to the Listing Rules of Shenzhen Stock Exchange, the articles of association and other relevant provisions, the estimated total amount of this connected transaction belongs to the approval authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders for approval. This related party transaction does not constitute a major asset reorganization stipulated in the administrative measures for major asset reorganization of listed companies, and does not need to be approved by other relevant departments.
2. Basic information of related party transactions
The company and its holding subsidiaries expect that the total amount of daily related party transactions (leasing related party houses) with the related party Tianrun United Group Co., Ltd. (hereinafter referred to as “Tianrun united”) in 2022 is 5.6386 million yuan, and the total amount actually incurred in 2021 is 5.6386 million yuan; It is estimated that the total amount of daily related party transactions (purchasing related party goods) with the related party Tianrun TEDA intelligent equipment (Weihai) Co., Ltd. (hereinafter referred to as “Tianrun TEDA”) in 2022 will be 18 million yuan, and the total amount actually incurred in 2021 will be 212245 million yuan; It is expected that daily related party transactions (purchase related party transactions) will occur with the related party Weihai Tianrun Jinyu New Material Technology Co., Ltd. (hereinafter referred to as “Weihai Jinyu”) in 2022
The accumulated amount of human (commodity) is 2 million yuan, and the total amount actually incurred in 2021 is 495600 yuan; It is estimated that the total amount of daily related party transactions (sales of goods to related parties) with the related party Weihai Tianrun New Material Technology Co., Ltd. (hereinafter referred to as “Tianrun new materials”) in 2022 will be 40 million yuan, and the total amount actually incurred in 2021 will be 7.8234 million yuan; It is estimated that the total amount of daily related party transactions (accepting labor services provided by related parties) with Weihai Tianrun Hotel Co., Ltd. (hereinafter referred to as “Tianrun Hotel”) in 2022 will be 3.3 million yuan, and the total amount actually incurred in 2021 will be 3.0199 million yuan; It is estimated that the total amount of daily related party transactions (accepting labor services provided by related parties) with the related party Shanghai Yunbai International Logistics Co., Ltd. (hereinafter referred to as “Yunbai logistics”) in 2022 will be 22 million yuan, and the total amount actually incurred in 2021 will be 172459 million yuan.
(II) estimated category and amount of daily connected transactions
Related party transactions as of the disclosure date, the amount of related party capacity pricing principle or estimated amount of related party capacity of the previous year (10000 yuan) amount (10000 yuan) (10000 yuan)
Tianrun Lianji rental apartment and restaurant of affiliated group Co., Ltd. at the market price of 403.86 403.86 403.86
The market price of the leased house Tianrun United rental staff accommodation is 160.00 160.00 160.00 Group Co., Ltd
Subtotal — 563.86 563.86 563.86
Tianrun taidazhi
Neng equipment (the market price of goods purchased by Weiwei is 180000 24.71212245 to related party Renhai) Co., Ltd
Purchase commodities Weihai tianrunjin
The market price of commodities purchased by Yuxin material department is 200.00 0.00 49.56 Technology Co., Ltd
Subtotal — 200000 24.71217201
Weihai tianrunxin
The market price of goods sold to related party material technology Co., Ltd. is 400000 145.65 782.34
Subtotal — 400000 145.65 782.34
Weihai Tianrun university accepts catering and
The market price of Hotel Limited public accommodation service is 330.00 63.66 301.99, which is accepted by related companies
Shanghai yunbaiguo acceptance warehouse provided by the owner
The market price of transportation services of inter labor Logistics Co., Ltd. is 220000 308.89172459
Subtotal — 253000 372.55202658
(III) actual occurrence of daily related party transactions in the previous year
Actual amount of related transactions actual amount of related transactions on the disclosure date of related transactions the proportion of the estimated amount of related transactions of related parties to the amount of similar business and the content of the expected period and category (10000 yuan) (10000 yuan) (%) amount difference (%)
Leased house 563.86 563.86 100.00% 0.00% from the related party Tianrun Lianji. See Note 1 rental Group Co., Ltd
House and plant rental plant 226.81 517.40 100.00% – 56.16%, see Note 1
Tianrun taidazhi
Energy equipment (Weihai purchased goods 212245200000 0.50% 6.12%, see Note 1) purchased goods from related Renhai) Co., Ltd. Weihai Tianrun gold
Yuxin materials department purchases 49.56 300.00 0.01% – 83.48% of goods, see Note 1 Technology Co., Ltd
Weihai tianrunxin
Materials technology has sales of goods 782.34100000 0.16% – 21.77%, see Note 1 Limited company
To the related person Tianrun taidazhi
Selling commodity energy equipment (Wei selling commodity 1.30 0.00 0.00% 100.00%)-
(Shanghai) Co., Ltd
Shandong tianrunzhong
0.075 0.00 0.00% 100.00% of products manufactured and sold by chengjiacai-
limited company
Weihai tianrunxin
Material technology has received labor services 2.13 0.00 0.43% 100.00%-
Limited company
Shandong tianrunzhong
Accept associated additive manufacturing and accept labor services 0.50 0.00 0.10% 100.00%-
Limited company provided by
Weihai tianrunda accepts catering services
Hotel Limited public and accommodation services 301.99 330.00 12.83% – 8.49%, see Note 1 secretary
Shanghai yunbaiguo receiving warehouse
International Logistics Co., Ltd. storage and transportation 172459170000 19.07% 1.45% see Note 1 company services
Total 577561641126 —
1. Weihai Tianrun Machinery Technology Co., Ltd., Weihai Tianrun Intelligent Technology Co., Ltd. and Tianrun intelligent control system integration Co., Ltd., a wholly-owned subsidiary of the company, respectively signed the house lease agreement with the board of directors of Tianrun on January 1, 2021, leasing their plants for production and operation, The actual transaction and the pre rent totaled 5.174 million yuan, which was paid in January 2021; If there is a big difference in the company’s calculation in June 2021, the company purchased the plant from Tianrun United on the 9th and stopped the lease. According to the agreement, Tianrun United returned the lease (if applicable) by 2.9059 million yuan, so the actual amount exceeded the expected amount greatly.
2. The reason for the large difference between the amount of daily related party transactions purchased by the company from Weihai Jinyu and the expected amount is that Weihai Jinyu is in the stage of market and new product development in 2021, the early verification cycle is long, and the business volume is lower than expected.
The daily related party transactions actually occurred in 2021 are all transactions required by the company’s normal business, which are in line with the company’s current operating conditions and strategic requirements based on future development. The reason for the difference between the actual situation of the public association transaction and the actual situation of the company’s daily connected transactions in 2021 and the forecast is that there is a large difference between the forecast, which is in line with the requirements of market norms and relevant laws and regulations, and the principle of openness, fairness and mutual benefit (if applicable). The transaction price is determined according to the principle of marketization, There are no circumstances that harm the interests of the company and other shareholders.
Note: 1. On March 30, 2021, on cninfo (www.cn. Info. Com. CN.) Announcement on the prediction of daily connected transactions in 2021 (Announcement No.: 2021016).
2、 Related person introduction and relationship
(I) Tianrun United Group Co., Ltd
Legal representative: Xing Yunbo
Date of establishment: December 7, 1993
Registered capital: Sixty three million seven hundred and forty one thousand seven hundred yuan only
Company type: limited liability company (invested or controlled by natural person)
Business scope: general items: manufacturing of auto parts and accessories; Metal processing machinery manufacturing; Engaging in investment activities with its own funds; Metal surface treatment and heat treatment processing; Manufacturing of metal materials; Entrepreneurship space services; Enterprise management consulting; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Non residential real estate leasing. (except for the items that must be approved according to law, the company shall independently carry out business activities according to law with its business license)
Address: No. 4, Tianrun Road, Wendeng Economic Development Zone, Weihai City, Shandong Province
Financial data (Unaudited): as of December 31, 2021, the total assets of Tianrun United (parent company) were 7475258 million yuan and the net assets were 5
