Stock Code: Jiangsu Azure Corporation(002245) stock abbreviation: Jiangsu Azure Corporation(002245) No.: 2022018 Jiangsu Azure Corporation(002245)
Announcement on related party transactions in 2021 and the forecast of related party 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、 Related party transactions in 2021
1. Related party transactions of purchasing and selling goods, providing and receiving labor services
(1) Related party transactions of purchasing goods and receiving labor services
Content and amount of related party transactions (yuan)
Zhangjiagang Aoyang hospital Co., Ltd. medical service 16017240
Zhangjiagang Aoyang Xinke Service Co., Ltd. office fee 800.00
Outsourcing processing fee of Suzhou keyis Intelligent Drive Technology Co., Ltd. 1278141466
Electricity charge of Suzhou keyis Intelligent Drive Technology Co., Ltd. 3608015
Entertainment expenses of Jiangsu Aoyang Textile Industry Co., Ltd. 349300
Development crystal lighting (Xiamen) Co., Ltd. purchased epitaxial wafer 27026549
Ji’an Mls Co.Ltd(002745) New Material Technology Co., Ltd. entrusted to process chip 191106628
(2) Related party transactions of selling goods and providing labor services
Content and amount of related party transactions (yuan)
LED products of Funing Aoyang Technology Co., Ltd. 693805
Zhongshan Mls Co.Ltd(002745) Electronics Co., Ltd. LED products 2004912293
Ji’an Mls Co.Ltd(002745) Industrial Co., Ltd. LED products 3756948215
LED products of Ji’an Mls Co.Ltd(002745) Electronic Technology Co., Ltd. 25609845
LED products of Ji’an Dajing Technology Co., Ltd. 489622
LED products of Ji’an Mls Co.Ltd(002745) lighting device Co., Ltd. 5255099635
LED product development of 1989853 crystal lighting (Xiamen) Co., Ltd
Suzhou kaiyisi Intelligent Drive Technology Co., Ltd. lithium battery sales 210081929
2. Related lease
Company leasing
2021 unit: Yuan
Rent paid for simplified short-term lease (excluding simple lease)
The short-term lease and low value asset lease that are treated as leasing assets and low value assets, the rental expense of the name of the lessor and the type of property recognized by the use of low value assets, and the rent that is not included in the value asset lease are measured by the right asset interest expense, the variable that is measured by the lease liability and not included in the lease liability
(variable lease payments for lease payments)
Suzhou kaiyisi intelligent drive house rental 6857 Fawer Automotive Parts Limited Company(000030) 7393034843143 Dynamic Technology Co., Ltd
Year 2020
Name of lessor lease fee recognized by type of leased asset
The house rental of Suzhou keyis Intelligent Drive Technology Co., Ltd. is 8388761 yuan
3. Related party guarantee
The company and its subsidiaries as the guaranteed party
Whether the amount guaranteed by the guarantor has been fulfilled on the starting date and expiration date
Aoyang Group Co., Ltd. 45000 China Vanke Co.Ltd(000002) 019 / 8 / 192024 / 8 / 2 no
4. Remuneration of key management personnel
Amount in current period of the project amount in the same period of last year
The remuneration of key management personnel is 2214300 yuan and 2369600 yuan
2、 Forecast of related party transactions in 2022
(I) basic information of daily connected transactions
1. Overview of daily connected transactions
Jiangsu Azure Corporation(002245) (hereinafter referred to as “the company”) and its subsidiaries are expected to sell 100 million yuan of products to Mls Co.Ltd(002745) (including its subsidiaries) (hereinafter referred to as ” Mls Co.Ltd(002745) “) and 40 million yuan of labor services to Suzhou keyis intelligent drive Co., Ltd. (hereinafter referred to as “keyis”) in 2022.
(1) On March 19, 2022, the company held the 25th meeting of the 5th board of directors, deliberated and adopted the proposal on related party transactions in 2021 and the forecast of related party transactions in 2022. The voting was: 7 in favor, 0 against and 0 abstention.
(2) Mr. Chen Kai, a related director, avoided voting on the proposal.
(3) The above related party transactions still need to be approved by the general meeting of shareholders, and the related parties lvwei Co., Ltd. and Changzheng Co., Ltd. avoid voting. If Mls Co.Ltd(002745) currently a non shareholder of the company, who holds shares of the company on the equity registration date of the general meeting of shareholders deliberating the above-mentioned proposal, the related party transaction object Mls Co.Ltd(002745) needs to avoid voting on the above-mentioned proposal.
2. Category and amount of estimated related party transactions
Related party transaction related party transaction contract signing amount as of the disclosure of the amount of related party transaction content pricing principle or the amount that has occurred on the expected gold date
Amount
Sales of led to Mls Co.Ltd(002745) shares of the related party: RMB 100 million is determined according to the market price of RMB 264411045 million, and sales of products of the company and Jinge
Commodity and commodity materials
Accept the entrustment of Suzhou keyis and enter the market price
The intelligent drive battery grid provided by the company is determined to be 40 million yuan, 1.46 million yuan and 12.78 million yuan, which is assembled by the Labor Service Co., Ltd
3. Actual occurrence of daily related party transactions expected in the previous year
Related actual amount
Index of the difference (%) between the actual expected amount of related party transactions and the amount of business generated by similar and expected amount disclosure date and category easy content
（%）
Xiang Guan
Associate Mls Co.Ltd(002745) to associate
Sales shares sold by 1104510000 2.76% 10.45%
Products and businesses of the company are limited to 10000 yuan and 10000 yuan. On February 9, 2021, securities and commodities times, giant
Sell lithium to yisizhi, a contact person of Suzhou kaichao information network (www.cn.in, sell 2.1 million yuan of driving battery production, 2000 0.08% – 89.50% fo. Com. CN.) Limited public products 10000 yuan
During the reporting period of the board of directors of the products and Commodities Company on the daily related transactions, Keyes was prone to actual and expected situations due to market positioning and the company’s lithium battery capacity bottleneck, and the company’s lithium battery procurement was less than expected.
In the explanation of large difference (if applicable), the independent directors of the company have a large difference between the actual amount and the expected amount of battery products sold by Keyes on a daily basis, mainly due to the actual situation of the transaction and the expected shortage of lithium battery capacity of the company and the market positioning of Keyes (if the sales of related parties are reduced accordingly, it is in line with the actual situation of the company)
(II) related person introduction and related relationship
1 Mls Co.Ltd(002745)
Legal representative: Sun Qinghuan
Registered capital: 1484166399 yuan
Company type: joint stock limited company (listed, natural person investment or holding)
Main business: import and export trade (except for projects prohibited by laws and administrative regulations; projects restricted by laws and administrative regulations can only be operated with licenses); Production and sales: LED, LCD, LED series products and materials, electronic products, lighting, electronic packaging materials, professional contracting and construction of urban and road lighting projects; Made of aluminum alloy and stainless steel; Undertake the design and construction of night scenery project and the construction of greening project; Energy saving technology R & D services, contract energy management.
Registered address: No. 1, Mls Co.Ltd(002745) Avenue, Xiaolan Town, Zhongshan City
Mls Co.Ltd(002745) main financial data are as follows:
As of December 31, 2020, the total assets were 307752376 million yuan and the net assets attributable to the owners of the parent company were 124666694 million yuan; In 2020, the operating income was 17381307100 yuan and the net profit attributable to the owner of the parent company was 301738500 yuan. (audited)
As of September 30, 2021, the total assets were 29532329800 yuan and the net assets attributable to the owners of the parent company were 13124068600 yuan; From January to September 2021, the operating income was 13454152400 yuan and the net profit attributable to the owner of the parent company was 936624300 yuan. (Unaudited)
Mls Co.Ltd(002745) is an important customer of the company. For a long time, due to the needs of production and operation, the company sells products and commodities, including metal materials and LED chips. In December 2016, Mls Co.Ltd(002745) became a shareholder of Huai’an Aoyang Shunchang Photoelectric Technology Co., Ltd., a subsidiary of the company. According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and through prudent judgment, the company treated it as a related party, and the transactions with it in subsequent years constituted related party transactions Mls Co.Ltd(002745) is a listed company of Shenzhen Stock Exchange and is not a dishonest executee
2. Suzhou kaiyisi Intelligent Drive Technology Co., Ltd
Legal representative: Wu Jianyong
Registered capital: 17143645 million yuan
Company type: limited liability company
Main business: technical service, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Battery manufacturing (lithium ion battery module and system; lithium ion battery parts and materials; battery management system); Research and development of motor and its control system; Sales of auxiliary bicycles, scooters and spare parts; Integrated circuit manufacturing (power management)
