Securities code: Shanghai Action Education Technology Co.Ltd(605098) securities abbreviation: Shanghai Action Education Technology Co.Ltd(605098) Announcement No.: 2022009 Shanghai Action Education Technology Co.Ltd(605098)
Announcement on using idle self owned funds for cash management
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:
Entrusted financial management trustee: commercial banks and other financial institutions.
Cash management limit: the total amount shall not exceed RMB 80 million, within which the funds can be used in a rolling cycle.
Type of cash management products: purchase products with medium and low risks, guarantee the safety of principal and good liquidity. The maximum term of a single product shall not exceed 12 months.
Cash management period: within 12 months from the date of deliberation and approval of Shanghai Action Education Technology Co.Ltd(605098) (hereinafter referred to as “the company”) at the 2021 annual general meeting of shareholders.
Review procedures: the company held the fifth meeting of the Fourth Board of directors on March 15, 2022, and deliberated and adopted the proposal on cash management with idle self owned funds. The independent directors of the company have expressed their independent opinions with explicit consent. This matter needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. 1、 Basic information of cash management using idle self owned funds
(I) purpose and source of cash management
In order to improve the use efficiency of funds and make rational use of idle funds, the company and its subsidiaries included in the company’s consolidated statements plan to use idle self owned funds for cash management without affecting the company’s normal business and ensuring the safety of funds, so as to increase the company’s income and protect the interests of the company’s shareholders.
(II) cash management limit and term
The company and its subsidiaries included in the company’s consolidated statements plan to use idle self owned funds with a total amount of no more than RMB 80 million for cash management. Within the above limit, the funds can be recycled and used in a rolling manner, and the service life shall not exceed 12 months from the date of deliberation and approval by the company’s 2021 annual general meeting of shareholders.
(III) types of cash management products
In order to control risks, the company and its subsidiaries included in the scope of the company’s consolidated statements use idle self owned funds to invest in products with low and medium risks, such as structured deposits, financial products, structured deposits, income certificates, monetary funds, treasury bonds, treasury bond reverse repurchase and other products with safe principal and good liquidity, The company and its subsidiaries included in the company’s consolidated statements shall not be associated with financial institutions providing cash management products.
The cash management of the company and its subsidiaries included in the consolidated statements of the company shall not invest in unsecured bonds, stocks and their derivatives, securities investment funds, entrusted financial products for securities investment and other securities related investments.
(IV) implementation mode
Within the limit, the board of directors of the company agrees to authorize the chairman to exercise the investment decision-making power and sign relevant contract documents within the validity period of the limit. The specific matters shall be organized and implemented by the Finance Department of the company.
(V) information disclosure
When using its own funds for cash management, it will perform the obligation of information disclosure in accordance with the relevant provisions of Shanghai Stock Exchange and other regulatory agencies.
2、 Information of entrusted financial management trustee
The trustee of cash management products to be purchased by the company and its subsidiaries included in the company’s consolidated statements is commercial banks and other financial institutions, and the risk will be strictly controlled according to the trustee’s credit status. There is no relationship between the company and its subsidiaries included in the company’s consolidated statements and the trustee.
3、 Impact on the company
Main financial indicators of the company in the latest year and the first period:
Unit: 10000 yuan
Project December 31, 2021 December 31, 2020 (audited) (audited)
Total assets 2007468011749736
Total liabilities 92540417246219
Net assets 108206404503517
Project year 2021 to 2020
(audited) (audited)
Net cash flow from operating activities 37736081893737
The idle self owned funds to be used by the company and its subsidiaries included in the company’s consolidated statements account for 74.03% of the monetary funds at the end of the latest period. The cash management of the company and its subsidiaries included in the company’s consolidated statements is to purchase products that ensure the safety of principal and good liquidity, which will affect the company’s main business, financial status Operating results and cash flow will not have a significant impact.
The company and its subsidiaries included in the company’s consolidated statements use idle self owned funds for cash management on the premise of ensuring the company’s daily operation and capital safety. At the same time, reasonable arrangements are made in terms of investment period and investment redemption flexibility, which are strictly controlled by the company and will not affect the company’s daily capital turnover needs, It is also conducive to improving the use efficiency and income of the company’s idle self owned funds.
4、 Risk tips
(I) investment risk
Based on the principle of safeguarding the interests of shareholders, the company strictly controls risks, strictly controls investment products and makes prudent decisions. Although the products purchased by the company are principal guaranteed products with high safety and good liquidity within one year, which belong to low and medium risk investment varieties, the financial market is greatly affected by the macro economy. The company will make reasonable investment according to the economic situation and changes in the financial market, but it does not rule out that the investment is affected by market fluctuation risk, interest rate risk, liquidity risk, policy risk, information transmission risk, force majeure risk and other risks. (II) risk control measures
1. The company will strictly abide by the principle of prudent investment, screen investment objects and select products issued by units with good reputation, large scale and ability to ensure capital safety.
2. The company will timely track the investment direction of investment products according to the market conditions. If potential risk factors are found, the company will evaluate them, and timely take corresponding preservation measures according to the evaluation results to control the investment risk.
3. Independent directors and the board of supervisors have the right to supervise and inspect the use of funds, and can hire professional institutions to audit when necessary.
5、 Review procedure
The fifth meeting of the 4th board of directors of the company deliberated and approved the proposal on using idle self owned funds for cash management, and agreed that the company would use idle self owned funds with a total amount of no more than RMB 80 million for cash management on the premise of not affecting the company’s normal business and ensuring the safety of funds, The service life shall not exceed 12 months from the date of deliberation and approval of the company’s 2021 annual general meeting of shareholders. Within the validity period of the above quota and resolution, it can be recycled and used. The independent directors expressed their explicit consent. This item needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
The company used idle self owned funds for cash management this time, fulfilled the necessary deliberation procedures and met the relevant regulatory requirements.
6、 Description of special opinions
(I) opinions of independent directors
The independent directors of the company carefully reviewed the proposal and believed that: the internal control of the company’s cash management is relatively perfect, the internal control measures are implemented in place, the work of all functional departments is carried out normally, and the safety of funds can be guaranteed. At present, the company has abundant self owned funds and stable financial situation. On the basis of ensuring the normal operation and capital safety of the company, using its own idle funds for cash management is conducive to improving the efficiency of capital use, increasing the company’s investment income and supplementing the company’s profit source, which is in line with the interests of the company and does not damage the interests of the company and all shareholders, especially small and medium-sized shareholders. Agree to submit the proposal to the general meeting of shareholders for deliberation.
It is hereby announced.
Shanghai Action Education Technology Co.Ltd(605098) board of directors March 17, 2022
