Securities abbreviation: Guangdong Expressway a, Guangdong Expressway B securities code: Guangdong Provincial Expressway Development Co.Ltd(000429) , 200429 Announcement No.: 2022012 Guangdong Provincial Expressway Development Co.Ltd(000429)
Forecast announcement of daily connected transactions 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
1. Guangdong Provincial Expressway Development Co.Ltd(000429) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the company’s expected daily connected transactions in 2022 at the 27th meeting of the ninth board of directors held on March 15, 2022, and agreed to the company’s headquarters, branches and wholly-owned and holding subsidiaries’ expected daily connected transactions in 2022, with a total transaction amount of 690341 million yuan. Related directors Mr. Chen Min, Mr. Zeng Zhijun, Mr. you XiaoCong and Mr. Ren Hua avoided the voting. The voting result: 10 votes in favor, 0 votes against and 0 abstention.
2. The estimated amount of daily related party transactions in 2022 is 690341 million yuan, accounting for 0.77% of the owner’s equity of 8982438 million yuan attributable to shareholders of listed companies at the end of 2021. In the past 12 months, the total amount of various related party transactions that have occurred between the company and its holding subsidiaries and Guangdong Communications Group Co., Ltd. and its holding or influential companies is 119658 million yuan (including this daily related party transaction), accounting for 1.33% of the owner’s equity attributable to shareholders of listed companies at the end of 2022, According to the Listing Rules of Shenzhen Stock Exchange, this transaction does not need to be submitted to the general meeting of shareholders for deliberation.
(II) estimated category and amount of daily connected transactions
Unit: 10000 yuan
Related party transactions related party transactions related party transactions related party transaction contract signing amount as of the disclosure date category content pricing principle or estimated amount of the previous year amount incurred
Guangdong Jiaotong
Inquiry 886.81 524.84 from the weight measurement and testing market of related party Tong Group, and provide services under the Labor Service Co., Ltd
Subordinate unit
Subtotal 886.81 524.84
Guangdong Jiaotong
Make an inquiry from the related party through the group’s pass card market 32.54 20.45 Sales Co., Ltd
Product and commodity unit
Subtotal 32.54 20.45
Road maintenance
Inquiry of maintenance and Electromechanical market
Guangdong Provincial payment, maintenance and collection, etc. 461362193484 accepted the limited company’s lower protection and maintenance provided by the paid system maintenance personnel of China Unicom Group
Software maintenance market inquiry of labor service affiliated units 471.9 185.6, etc
Inquiry in other markets 898.54 228.6, etc
Subtotal 598406234904
Total 690341289433
(III) actual occurrence of daily related party transactions in the previous year
Unit: 10000 yuan
Actual amount actual amount actual amount related party transaction related party transaction actual amount expected to account for the proportion of similar business and expected amount category content amount (%) difference (%)
Guangdong Jiaotong
Compound access to connected people group 20.45 0.00 100%-
Card issued by sales limited company
Product and commodity unit
Subtotal 20.45 —
Guangdong Jiaotong
To the related party, the group has weight testing 524.84 448.1 100% 117.13%
Providing services under the Labor Service Co., Ltd
Subordinate unit
Subtotal 524.84 448.10 – 117.13%
Related party transactions actual amount of related party transactions actual amount category related party content amount estimated amount in proportion of similar business and estimated amount (%) difference (%)
Road maintenance
Protection, electromechanical
Guangdong Province’s payment, maintenance and collection 193484204991 – 94.39% accepted the limited company’s lower protection and maintenance provided by the paid system maintenance personnel of China Unicom Group
Software maintenance of labor service unit 185.6 110.4 – 168.12%
Others 228.6 314.44 – 72.70%
Subtotal 234904247475 – 94.92%
Total 289433292285 – 99.02%
2、 Related person introduction and relationship
(I) basic information
Name of related party: Guangdong Communications Group Co., Ltd
Legal representative: Deng Xiaohua
Registered capital: 26.8 billion yuan
Main business: equity management, transportation infrastructure construction, highway project operation, etc
Address: No. 27, Baiyun Road, Yuexiu District, Guangzhou
Financial status: at the end of the third quarter of 2021, Guangdong Communications Group Co., Ltd. had total assets of 450928 billion yuan and net assets of 128715 billion yuan. In the first three quarters of 2021, the operating income was 39.025 billion yuan and the net profit was 3.693 billion yuan
Affiliated relationship with listed companies: it is the holding parent company of the company
(II) performance capability analysis
Guangdong Communications Group Co., Ltd. is the controlling shareholder of the company. Its subordinate units have normal production and operation, hold corresponding qualifications and have sufficient performance ability to complete the above daily connected transactions.
3、 Pricing policy and method
The price of related party transactions with related parties in 2022 is mainly based on the market interest.
4、 Purpose of related party transactions and its impact on Listed Companies
In order to maintain normal production and operation, the daily related party transactions between the company and its holding subsidiaries and subordinate units of Guangdong Communications Group Co., Ltd. are mainly determined by means of market inquiry, price comparison and other marketization and industry standards, follow the principles of openness, fairness and impartiality, and do not damage the interests of the company and minority shareholders.
The above daily connected transactions do not involve the company’s main business highway toll revenue business, have no impact on the independence of the company’s main business, and have no significant impact on the company’s financial situation.
5、 Opinions of independent directors
The independent directors of the company expressed independent opinions on the proposal on the company’s expected daily connected transactions in 2022:
1. The estimated daily related party transactions of Guangdong Expressway in 2022 follow the principles of openness, fairness and impartiality, and the transaction pricing is fair; It does not affect the independence of the company and does not damage the legitimate rights and interests of the company and other non affiliated shareholders, especially the interests of minority shareholders.
2. The voting procedure of Guangdong Expressway for reviewing the connected transaction was in line with the relevant provisions of the company law, the articles of association and the stock listing rules of Shenzhen Stock Exchange. The connected directors Mr. Chen Min, Mr. Zeng Zhijun, Mr. you XiaoCong and Mr. Ren Hua avoided voting.
6、 Documents for future reference
1. Resolutions of the 27th meeting of the 9th board of directors;
2. Guangdong Provincial Expressway Development Co.Ltd(000429) independent directors’ independent opinions on matters related to the 27th meeting of the ninth board of directors.
It is hereby announced
Guangdong Provincial Expressway Development Co.Ltd(000429) board of directors
March 16, 2022
