Securities code: Everbright Securities Company Limited(601788) stock abbreviation: Everbright Securities Company Limited(601788) Announcement No.: pro 2022013h Stock Code: 6178 h stock abbreviation: Everbright Securities Company Limited(601788)
Everbright Securities Company Limited(601788)
Announcement of expected daily connected transactions in 2022
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:
The company’s estimated daily connected transactions in 2022 have been deliberated and approved by the board of directors and need to be submitted to the general meeting of shareholders for deliberation.
The company expects that the daily related party transactions in 2022 are objective and fair, the transaction conditions are fair and reasonable, in line with the interests of the company, and there is no damage to the interests of the company and other shareholders, especially small and medium-sized shareholders and non related shareholders.
1、 Review procedures for the performance of daily connected transactions
1. Voting of the board of directors and withdrawal of related directors from voting.
On March 24, 2022, the 12th meeting of the sixth board of directors of the company considered and approved the proposal on the company’s expected daily connected (connected) transactions in 2022. The connected directors avoided voting, and a total of 7 directors actually participated in the voting.
Voting results: 7 in favor, 0 against and 0 abstention.
2. Prior approval and independent opinions of independent directors.
The independent directors of the company have previously approved the matters of the estimated connected transactions in 2022, agreed to submit the proposal to the 12th session of the 6th board of directors for deliberation, and expressed independent opinions on the matter as follows:
When the board of directors deliberated the proposal on the company’s expected daily connected (connected) transactions in 2022, the deliberation procedure was legal and in line with the provisions of the company law, the securities law and other relevant laws, regulations and the articles of association. The proposal on the company’s expected daily connected (connected) transactions in 2022 shall be submitted to the general meeting of shareholders for deliberation after being deliberated and approved by the board of directors, and the connected shareholders shall avoid voting. The company expects that the daily related party transactions in 2022 are objective and fair, and the transaction conditions are fair and reasonable, which is in line with the interests of the company and does not harm the interests of the company and other shareholders, especially small and medium-sized shareholders and non related shareholders.
3. The proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval, and the related shareholders will withdraw from voting.
2、 Implementation of daily related party transactions in 2021
The fourth session of the sixth board of directors of the company and the 2020 annual general meeting of shareholders deliberated and approved the proposal on the company’s expected daily connected (connected) transactions in 2021. In 2021, the company strictly carried out transactions within the scope of daily connected transactions determined in the proposal on the company’s expected daily connected transactions in 2021. In 2021, the daily related party transactions between the company and China Everbright Group Corporation (hereinafter referred to as Everbright Group) and its member enterprises are as follows: 1 lease of houses
2021 actual proportion in the estimated amount of similar transactions in 2021 (10000 yuan) (10000 yuan)
House rental business house rental income 800348 19.8% house rental expenditure 55003103 9.0%
2. Trading of securities and financial products
Actual in 2021
Transaction nature transaction classification estimated amount executed amount
(100 million yuan) (100 million yuan)
The exchange of securities and financial products generated 34001779 total cash inflows of securities and financial products
Total cash outflow of 34001518 from trading securities and financial products
3. Securities and financial services
2021 actual share of similar projects in 2021
Transaction nature transaction classification estimated amount executed amount transaction amount
(10000 yuan) (10000 yuan)
Revenue: provision of securities and 12 Shenzhen Special Economic Zone Real Estate&Properties (Group).Co.Ltd(000029) 796 2.2% securities and financial services
Financial services expenditure: accept securities and 3 Centre Testing International Group Co.Ltd(300012) 590 3.1% financial services
4. Integrated non-financial services
2021 actual share of similar projects in 2021
Transaction nature transaction classification estimated amount executed amount transaction amount
(10000 yuan) (10000 yuan)
Income: providing non-financial 500 N / a non-financial comprehensive services
Comprehensive service expenditure: accept non-financial 1 Shahe Industrial Co.Ltd(000014) 69 6.7% comprehensive services
The related services or products of the company and related legal persons and related natural persons are carried out in accordance with the unified standards, and the related transactions are priced according to the market price. The pricing principle is reasonable and fair.
In 2021, related natural persons accepted the securities and financial services provided by the company and subscribed for the securities and financial products issued by the company in accordance with the provisions of laws, regulations and regulatory requirements. The amount of securities and financial services income between the company and related natural persons was about RMB 323200. The income and expenditure of securities and financial services incurred by the company and other related legal persons (except members of Everbright Group) are RMB 30.63 million and RMB 1.06 million respectively. The details of securities and financial products trading are as follows:
Sequence 2021 actual in 2021
No. related party transaction classification estimated amount executed amount
(100 million yuan) (100 million yuan)
Stock and financial products exchange 48.30 1 total cash inflow from China Securities Co.Ltd(601066) Securities shares
Total cash outflow from stock and financial products exchange of limited company 43.83
Total cash inflow from securities and financial products exchange due to business occurrence and 0.01 2 Shenwan Hongyuan Group Co.Ltd(000166) Securities Limited
Uncertainty about the size of the company’s securities and financial products exchanges,
The total cash outflow generated is calculated by 0.20 of the actual amount, which is calculated by the exchange of securities and financial products.
Bank Of Guiyang Co.Ltd(601997) Co., Ltd. total cash inflow – 3 corporate securities and financial products exchanges
Total cash outflow generated 0.30 4 Bank of Hebei stock exchange of securities and financial products 2.01
Total cash inflow generated by the company
Total cash outflows from securities and financial products exchanges 6.19
Stock and financial products exchange – total cash inflow from 5 Sinolink Securities Co.Ltd(600109) Co., Ltd
Total cash outflow generated by the company’s securities and financial products exchange of 0.20
3、 Daily related party transactions in 2022
With reference to the development of related party transactions of the company in recent years and in combination with the business development needs of the company in 2022, the daily related party transactions of the company in 2022 are predicted as follows: (I) the related party transactions expected to occur with members of Everbright Group
1. House leasing
Transaction nature transaction classification estimated amount (10000 yuan)
House rental business house rental income 800 house rental expenditure 7400
According to the logic of daily leasing business, the framework agreement on house leasing signed by the company and Everbright Group is agreed based on rental income and expenditure. According to the listing rule 14A of the stock exchange 31 and 14a According to the latest explanation of 53, due to the change of leasing accounting standards, the annual upper limit of rent expenditure under the company’s Housing leasing framework agreement with a lease term of one year or less is set by the rent paid, and the annual upper limit is set by the total value of use right assets if the lease term exceeds one year. The total upper limit is expected to be 118 million yuan in 2022.
2. Trading of securities and financial products
Transaction nature transaction classification estimated amount (100 million yuan)
Total cash inflows from securities and financial products exchanges
Total cash outflows from trading securities and financial products
3. Securities and financial services
Transaction nature transaction classification estimated amount (100 million yuan)
Income from securities and financial services: provision of securities and financial services 11.45 expenditure: receipt of securities and financial services 8.49
4. Integrated non-financial services
Nature of transaction (10000 yuan)
Income from non-financial comprehensive services: 500 yuan from providing non-financial comprehensive services
