Securities code: Lanzhou Foci Pharmaceutical Co.Ltd(002644) securities abbreviation: Lanzhou Foci Pharmaceutical Co.Ltd(002644) Announcement No.: 2022007 Lanzhou Foci Pharmaceutical Co.Ltd(002644)
About confirmation of daily related party transactions in 2021 and
Announcement of daily connected transactions in 2022
In accordance with the company law, the securities law, the Listing Rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other laws, regulations and normative documents, as well as the articles of association, the measures for the administration of connected transactions and other relevant provisions, Lanzhou Foci Pharmaceutical Co.Ltd(002644) (hereinafter referred to as “the company”) confirmed the daily connected transactions in 2021 and predicted the daily connected transactions in 2022. The details are as follows:
1、 Basic information of daily association
(I) overview of related party transactions
According to the needs of daily production and operation, the company and its controlling shareholder Lanzhou Fuci Pharmaceutical Industry Development Co., Ltd. (hereinafter referred to as “Fuci group”), Lanzhou Fuci Yangshengtang Health Medicine Co., Ltd. (hereinafter referred to as “Fuci Yangshengtang”), Lanzhou Fuci Property Management Co., Ltd. (hereinafter referred to as “Fuci property”) Lanzhou foci Real Estate Co., Ltd. (hereinafter referred to as “foci real estate”), Shaanxi foci Pharmaceutical Co., Ltd. (hereinafter referred to as “Shaanxi foci”), Guangdong foci Puze Pharmaceutical Co., Ltd. (hereinafter referred to as “foci Puze”), Gansu foci Health Biotechnology Co., Ltd. (hereinafter referred to as “foci Health Biology”) Lanzhou Fuci Xicheng Pharmaceutical Group Co., Ltd. (hereinafter referred to as “Fuci Xicheng”), Fuci pharmacy chain (Lanzhou) Co., Ltd. (hereinafter referred to as “Fuci pharmacy”), Lanzhou Fuci Weiye Pharmaceutical Co., Ltd. (hereinafter referred to as “Lanzhou Fuci Weiye”) Gannan foci Baixin pharmacy chain Co., Ltd. (hereinafter referred to as “Gannan foci Baixin”) and other related parties have daily related party transactions such as selling and purchasing commodities. The company and its holding subsidiaries have daily related party transactions such as selling and purchasing commodities with Gansu foci Tianjin Chase Sun Pharmaceutical Co.Ltd(300026) Co., Ltd. (hereinafter referred to as “foci Tianjin Chase Sun Pharmaceutical Co.Ltd(300026) ).
On March 15, 2022, the company held the 13th meeting of the 7th board of directors, deliberated and passed the proposal on confirming the daily connected transactions in 2021 and the daily connected transactions expected in 2022. The connected directors Mr. Shi Aiguo and Mr. Shang Shoupeng avoided voting, and the independent directors of the company issued their prior approval opinions and independent opinions on the matter.
According to the articles of association and the measures for the administration of connected transactions, the confirmation of the company’s daily connected transactions in 2021 and the estimated amount of daily connected transactions in 2022 shall be submitted to the general meeting of shareholders for deliberation.
(II) confirmation of daily connected transactions in 2021
The eighth meeting of the seventh board of directors of the company on April 14, 2021 and the 2020 annual general meeting of shareholders of the company on May 11, 2021 considered and approved the proposal on confirming the prediction of daily connected transactions in 2021 and daily connected transactions in 2022. It is estimated that the total amount of daily connected transactions between the company and related parties in 2021 is 291.2 million yuan. On October 15, 2021, the 11th meeting of the seventh board of directors of the company deliberated and approved the proposal on increasing the forecast of daily related party transactions in 2021, and agreed to increase the amount of daily related party transactions between the company and Gansu foci health biology by 12 million yuan. In 2021, the company actually incurred 1713161 million yuan of daily related party transactions, as follows:
Actual reality
Occurred in 2021
Related party transactions the proportion of the actual estimated amount of related party transactions to the amount of related party content of the category on the disclosure date, the amount of similar estimated and indexed (10000 yuan) (10000 yuan) business amount
Proportional difference
（％） （%）
Fucihong sells goods 129.762500 0.98 -94.81. For details, please refer to April 15, 2021
Fuci sells goods 50.86 100 0.38 – 49.14 cninfo.com Yangshengtang “about confirmation”
Fuci sells goods 9.71 100 0.07 – 90.29 daily property related party transactions in 2020
Foci sells goods from 1.04 100 0.01 – 98.96 and is expected to close daily in 2021
Public Buddha’s kindness notice on the transaction of 169064 Centre Testing International Group Co.Ltd(300012) .74 – 43.65 coupons of goods sold in Shaanxi (prepared by the announcement)
Sales of goods to the related person foci 669647450050.46 48.81: Sales of goods Puze 2021008);
Fuci sells goods 368939550027.80 -32.92 October 16, 2021
Focijian sells goods 35.682000 0.27 – 98.22 chaoxinwen Kangsheng about increasing
Fuci sold goods 842.611500 6.35 -43.832021 ordinary related party transactions of daily pharmacy
Foci’s announcement on the estimated sales of goods (group 0.04-0.0003)
Gannanfo sales No.: cibaixin 54.41-0.412021027)
Ningxia Buddha
CIDA pharmaceutical sells goods 24.12-0.18——
room
Lanzhou Buddha sells goods 46.98-0.35——
Ci Weiye
0.09-0.0007 in Northwest China——
Old industry
Subtotal 132718018800100% – 29.41
Focijian purchased 113678150033.39 – 24.21
Kang biological raw materials
Fucihong purchases commodities 226616250066.57 -9.35
Japanese pharmaceutical industry
Purchase 0.89-0.03 goods from related person foci——
Buy goods Xicheng
Foci purchased goods 0.52-0.02——
Big pharmacy
Subtotal 3404354 Tcl Technology Group Corporation(000100) % – 14.89
Accept associated Buddha
432.96-100% of property services provided by——
labour services
House rental forci office space 22.50-100%——
Group leasing
Total 17131612160020.69
The actual situation of daily related party transactions in 2021 is quite different from the expectation. The main reason for the actual situation of daily related party transactions by the board of directors of the company is that in the specific implementation process, the daily related party business of the company is reduced due to the impact of the actual production and operation needs and market demand changes that are quite different from the expectation.
The above related party transactions are normal business activities and have no significant impact on the daily operation and performance of the company.
The actual situation of daily related party transactions in 2021 is quite different from the expectation. The main reason for the actual situation of daily related party transactions by the independent directors of the company is that in the specific implementation process, the daily related party business of the company is reduced due to the impact of the actual production and operation needs and the change of market demand. The above-mentioned related party transactions are explained as normal business activities, do not damage the interests of the company, will not have a significant impact on the current and future financial status and operating results of the company, and will not affect the independence of the company.
(III) forecast of daily connected transactions in 2022
The company and its holding subsidiaries estimate that the total amount of daily related party transactions with related parties in 2022 is 250.63 million yuan, as follows:
Related party transactions related party transactions related party transactions 2022 1-2 2021 real category related party content pricing principle estimated monthly amount (10000 yuan) (10000 yuan) (10000 yuan)
Sales of Fuci Tianjin Chase Sun Pharmaceutical Co.Ltd(300026) sales goods to related parties market price 200 0.00 129.76
