Securities code: Chengdu Easton Bio Pharmaceuticals Co.Ltd(688513) securities abbreviation: Chengdu Easton Bio Pharmaceuticals Co.Ltd(688513) Announcement No.: 2022008
Chengdu Easton Bio Pharmaceuticals Co.Ltd(688513)
Announcement on carrying out bill pool business
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 legal responsibility for the authenticity, accuracy and integrity of its contents according to law Chengdu Easton Bio Pharmaceuticals Co.Ltd(688513) (hereinafter referred to as “the company”) held the second meeting of the third board of directors and the second meeting of the third board of supervisors on March 28, 2022, deliberated and adopted the proposal on developing bill pooling business, and agreed that the company should carry out bill pooling business with a quota of no more than 80 million yuan, that is, cooperate with commercial banks of China to carry out bill pooling business, with a spot balance of no more than 80 million yuan and a validity period of 18 months, The quota can be used on a rolling basis during the business period. The relevant information is hereby announced as follows:
1、 Overview of the situation
(I) Business Overview
Bill pool business refers to the comprehensive bill management service provided by agreement banks to enterprises, which integrates bill trust and collection, bill pledge pool financing, bill discount, Bill agent query, business statistics and other functions to meet the needs of enterprise customers for unified management and overall use of commercial bills held by them.
(II) cooperative bank
The company plans to select the Chinese commercial bank with good credit standing as the Cooperative Bank of the bill pool business according to the actual situation and specific cooperation conditions. The specific cooperative bank is authorized by the board of directors of the company, and the management of the company shall select it according to the cooperative relationship between the company and the commercial bank, the bill pool business service ability of the commercial bank and other comprehensive factors.
(III) business term
The above-mentioned bill pool business shall be carried out within 18 months from the date of deliberation and approval by the board of directors.
(IV) implementation quota
The company and its subsidiaries share a bill pool limit of no more than 80 million yuan, that is, the cumulative spot balance of pledged and mortgaged bills used to carry out bill pool business with all cooperative banks does not exceed 80 million yuan. This limit can be used on a rolling basis during the business term. The specific amount of each transaction shall be submitted to the board of directors of the company to authorize the management of the company to determine according to the business needs of the company and its subsidiaries and the principle of maximizing the interests of the system.
(V) guarantee method
The company and its subsidiaries can adopt maximum amount pledge, general pledge, certificate of deposit pledge, bill pledge, guarantee deposit pledge and other reasonable ways to guarantee the establishment and use of the bill pool as required. The specific guarantee form and amount shall be determined and handled by the company’s management authorized by the company’s board of directors according to the company’s business needs, but shall not exceed the bill pool business limit.
2、 Business purpose
In the process of collecting sales payment, the number of customers who use bills for settlement increases, and the number of bank acceptance bills received also increases. At the same time, the company often makes settlement by issuing bank acceptance bills in cooperation with suppliers.
(I) after receiving the bills, the company deposits the bills receivable into the agreement bank through the bill pool business for centralized management, and the bank handles custody, collection and other businesses on behalf of the bank, which can reduce the cost of the company’s management of various valuable bills.
(II) the company can use the outstanding stock of valuable ticket assets in the bill pool as pledge, and issue bank acceptance bills not exceeding the pledge amount to pay the supplier’s payment for goods and other business expenses, which is conducive to reducing the occupation of monetary funds, improving the use efficiency of current assets and maximizing the shareholders’ equity.
(III) carry out the bill pool business, which can comprehensively manage the company’s notes receivable and notes payable to be issued, reduce the company’s capital occupation, optimize the financial structure and improve the capital utilization rate.
3、 Risk and control
(I) liquidity risk
To carry out the bill pool business, the company needs to open a special margin account for the pledge financing business of the bill pool in the cooperative bank as the entry account for the due collection of the pledged bills under the bill pool. If the due dates of notes receivable and notes payable are inconsistent, the collected funds will enter the margin account where the company applies to the cooperative bank for issuing commercial bills, which will have a certain impact on the liquidity of the company’s funds.
Risk control measures: the company can eliminate this impact by replacing the margin with newly received notes, and the capital liquidity risk is controllable.
(II) guarantee risk
The company uses the bills entering the bill pool as a pledge and applies to the cooperative bank for issuing commercial bills to pay the supplier’s payment for goods and other operating funds. With the maturity of the pledged bills, the company handles the collection and settlement. If the bills cannot be collected normally when they are due, the amount of the pledged bills is insufficient, resulting in the cooperative bank requiring the company to provide additional guarantee.
Risk control measures: after the company and the cooperative bank carry out the bill pool business, the company will arrange special personnel to connect with the cooperative bank, establish the bill pool account, track and manage, timely understand the collection and settlement of expired bills and arrange the company’s newly received bills into the pool, so as to ensure the safety and liquidity of the bills into the pool.
4、 Organizational and decision-making procedures
(I) within the limit, the board of directors of the company authorizes the management of the company to exercise the decision-making power of specific operations and sign relevant contract documents, including but not limited to selecting qualified commercial banks, determining the specific limit, collateral, guarantee form and amount of bill pool that can be used by the company and its subsidiaries.
(II) authorize the financial department of the company to be responsible for organizing and implementing the bill pool business. The Finance Department of the company will analyze and track the business progress of the bill pool in time. If adverse factors are found or judged, it will take corresponding measures in time to control risks and report to the board of directors of the company at the first time.
(III) the audit and supervision department of the company is responsible for auditing and supervising the development of bill pool business.
(IV) the independent directors and the board of supervisors have the right to supervise and inspect the specific conditions of the company’s bill pool business. 5、 Description of special opinions
(I) opinions of independent directors
Independent directors believe that: at present, the company’s operation is good and its financial situation is stable. The company’s bill pool business can comprehensively manage the company’s bills receivable and bills payable to be issued, revitalize the company’s bill assets, reduce the company’s capital occupation, optimize the financial structure and improve the capital utilization rate, without damaging the interests of the company and all shareholders. Therefore, the company is approved to carry out bill pool business.
(II) opinions of the board of supervisors
The board of supervisors believes that the company’s bill pool business is conducive to reducing the cost of bill management, reducing the occupation of funds, improving the use efficiency of current assets and optimizing the financial structure. There is no damage to the interests of the company and shareholders, and agrees to the company’s bill pool business.
6、 Documents for future reference
(I) resolutions of the second meeting of the third board of directors of the company;
(II) resolutions of the second meeting of the third board of supervisors of the company;
(III) independent opinions of the company’s independent directors on matters related to the second meeting of the third board of directors. It is hereby announced.
Chengdu Easton Bio Pharmaceuticals Co.Ltd(688513) board of directors March 29, 2022
