Securities code: Guangdong Dcenti Auto-Parts Stock Limited Company(603335) securities abbreviation: Guangdong Dcenti Auto-Parts Stock Limited Company(603335) Announcement No.: 2022025 Guangdong Dcenti Auto-Parts Stock Limited Company(603335)
Announcement on using self owned funds for securities investment
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:
● Guangdong Dcenti Auto-Parts Stock Limited Company(603335) (hereinafter referred to as “the company”) intends to use its own funds of no more than 30 million yuan (including 30 million yuan) for securities investment, and within this limit, it can be recycled by the company and its subsidiaries. The income from investment can be reinvested, and the amount of reinvestment is not included in the scope of this estimated investment limit, The term of use shall be valid within 12 months from the date of deliberation and approval by the board of directors.
● this foreign investment is securities investment, and the investment scope includes stocks, funds, bonds, financial products (including bank financial products and trust products) and other securities and their derivatives. Due to the great uncertainty in the selection of investment targets, market environment and other factors, please pay attention to the investment risks.
1、 Investment overview
（1） Overview of previous securities investment
The company held the ninth meeting of the second board of directors on November 22, 2018, considered and approved the proposal on the company’s securities investment management system and the proposal on using self owned funds for securities investment, and held the 18th meeting of the second board of directors on November 20, 2019, considered and approved the proposal on using self owned funds for securities investment, The 32nd meeting of the second board of directors was held on December 30, 2020, and the proposal on using self owned funds for securities investment was considered and adopted.
In strict accordance with the relevant control provisions in the securities investment management system, the company carefully made a small amount of securities investment on the premise of ensuring the normal operation of the production and operation of the company and its subsidiaries and controllable risks. The investment securities are mainly stocks, financial products and other varieties. Since June 2021, the company has not conducted any securities investment operation. As of the disclosure date of this announcement, the balance of the company’s securities account is 4257696 yuan, all in cash. According to the regular reports disclosed by the company, the income generated by the company’s financial products and stock investment in 2018, 2019 and 2020 were 55308371 yuan, -24422594 yuan and -8181154 yuan respectively, which had little impact on the performance.
(II) overview of this securities investment
1. Investment purpose
Under the condition that the investment risk is controllable and does not affect the normal operation of the company, in order to further improve the use efficiency of the company and its subsidiaries’ own funds, make rational use of idle own funds and increase investment income.
2. Investment scope
The investment scope includes stocks, funds, bonds, financial products (including bank financial products and trust products) and other securities and their derivatives.
3. Investment quota and term
The company plans to use its own funds of no more than 30 million yuan (including 30 million yuan) for securities investment, and within this limit, it can be recycled by the company and its subsidiaries. The income from investment can be reinvested. The amount of reinvestment is not included in the expected investment limit, and the service life is valid within 12 months from the date of deliberation and approval by the board of directors.
4. Source of funds
The funds used in this securities investment are limited to the self owned funds of the company and its subsidiaries. On the premise of ensuring the normal operation and risk control of the company and its subsidiaries, the use of such funds will not cause capital pressure on the company and its subsidiaries, nor will it affect the normal production and operation of the company and its subsidiaries.
5. Decision making procedure
On March 14, 2022, the company held the 11th meeting of the third board of directors, deliberated and passed the proposal on securities investment with self owned funds, and authorized the management of the company to handle specific matters related to securities investment with this part of self owned funds.
The use of self owned funds for securities investment this time does not involve related party transactions, and the use of self owned funds for securities investment this time does not need to be submitted to the general meeting of shareholders of the company for deliberation.
2、 Impact on the company
The company’s securities investment with its own funds is carried out on the premise of ensuring the normal operation of the company and its subsidiaries and controllable risks. It will not affect the normal turnover needs of the company’s daily funds, nor will it involve the use of raised funds. The company’s securities investment with its own funds is expected to bring relevant benefits to the company. At the same time, it may also face the risk of loss. The company will follow the principle of “standardized operation, risk prevention and capital safety”, so that it will not affect the normal production and operation activities of the company and its subsidiaries. The purpose of investing in a small amount of idle funds of subsidiaries is to further improve the efficiency of the main business of subsidiaries and always focus on the rational use of idle funds of subsidiaries. The company’s use of its own funds for securities investment is risky, and there is great uncertainty about whether it can realize income. With the development of the company’s construction projects and the further release of production capacity, in the future, the use of the company’s funds will focus on the construction investment of main business operation and production projects, and gradually reduce the amount of securities investment.
3、 Investment risk analysis and risk control measures
(I) investment risk analysis
(1) The securities market is affected by the macroeconomic situation, fiscal and monetary policies, industrial policies, interest rates and other aspects, and there is a certain risk of market and policy fluctuations.
(2) The company will intervene timely and appropriately according to the economic situation and changes in the financial market, so the actual income of securities investment is unpredictable.
(3) At the same time, there is also a risk of principal loss due to human operation errors.
(4) The redemption and sale of investment products and the realization of investment income are affected by the price factors of corresponding products and need to abide by the corresponding transaction settlement rules and agreements. Compared with monetary funds, there is a certain liquidity risk.
(II) proposed risk control measures
(1) If necessary, external personnel with rich practical investment management experience can be employed to provide consulting services for the company’s venture capital, so as to ensure that the company carries out strict and scientific demonstration before investment and provide reasonable suggestions for correct decision-making;
(2) The audit committee of the board of directors shall regularly supervise and inspect the implementation procedures and investment results of securities investment with some idle self owned funds; Independent directors can inspect the use of securities investment funds and have the right to appoint external audit institutions to conduct special audit of funds; The board of supervisors has the right to inspect the company’s securities investment regularly or irregularly.
(3) If the audit committee of the board of directors, the independent directors and the board of supervisors find any illegal operation, they can propose to convene the board of directors to consider and stop the company’s securities investment activities;
(4) The securities investment related personnel of the company must carefully study the provisions of national laws, regulations, policies and normative documents on investment behavior in the securities market, carefully analyze and accurately apply them, and shall not conduct illegal transactions.
(5) The company will do a good job in relevant information disclosure and reporting in accordance with the relevant provisions of Shanghai Stock Exchange.
4、 Opinions of independent directors
On the premise of ensuring daily operation and controlling risks, the company follows the principle of “standardized operation, risk prevention and capital safety”, and makes rational use of its own funds for securities investment, which is conducive to improving the efficiency of capital use, will not affect the normal development of its main business, will not affect the company’s capital turnover, and will not involve the use of raised funds. The voting procedure of this matter complies with the requirements of relevant laws and regulations, and has fulfilled the necessary approval procedures, which is in line with the long-term development of the company and the interests of the company’s shareholders. All independent directors agree to the arrangement of this matter. It is hereby announced.
Guangdong Dcenti Auto-Parts Stock Limited Company(603335) board of directors March 15, 2022
