Western Securities Co.Ltd(002673)
About Hunan Warrant Pharmaceutical Co.Ltd(688799)
Confirmation and of daily connected transactions in 2021
Verification opinions on the prediction of daily connected transactions in 2022
In accordance with the provisions of relevant laws and regulations such as the measures for the administration of securities issuance and listing recommendation business and the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange, Western Securities Co.Ltd(002673) (hereinafter referred to as the “recommendation institution”) is responsible for the continuous supervision of Hunan Warrant Pharmaceutical Co.Ltd(688799) (hereinafter referred to as the ” Hunan Warrant Pharmaceutical Co.Ltd(688799) ” and “company”) after Hunan Warrant Pharmaceutical Co.Ltd(688799) listing, The confirmation of the company’s daily related party transactions in 2021 and the prediction of daily related party transactions in 2022 were verified. The details are as follows:
1、 Basic information of daily connected transactions
(I) review procedures for the performance of daily connected transactions
On March 25, 2022, the company held the third meeting of the audit committee of the third session of the board of directors, deliberated and adopted the proposal on the confirmation of the company’s connected transactions in 2021 and the prediction of connected transactions in 2022, and agreed to submit it to the board of directors for deliberation. On March 26, 2022, the company held the third meeting of the third board of directors and the third meeting of the third board of supervisors, deliberated and adopted the proposal on the confirmation of the company’s connected transactions in 2021 and the prediction of connected transactions in 2022. The relevant proposal was unanimously voted by the non connected directors and supervisors attending the meeting.
The independent directors of the company have expressed their prior approval opinions on this matter and made clear independent opinions at the board of directors: the daily connected transactions of the company in 2021 and the connected transactions in 2022 are expected to be carried out based on the market-oriented principle, and the price is fair and reasonable. There is no situation detrimental to the interests of the company and minority shareholders, which will not affect the independence of the company and is in line with the interests of the company and all shareholders.
The expected matters of this daily connected transaction still need to be submitted to the general meeting of shareholders for deliberation.
(II) estimated amount and category of daily connected transactions in 2022
Unit: 10000 yuan
At the beginning of this year, it is expected to account for the amount of the same kind from this time to the disclosure date, the actual amount of the same kind in the previous year, the ratio of the pre business of the related party to the business of the related party, the actual amount of the transaction category in the year, the cumulative amount issued (%) and the difference between the amount generated (%) Reasons for large amount of transaction difference
Accept Guan Hunan Jiu
Lianrentijun marketing 800.00 1.55% 86.60 667.76 1.29%-
For labor planning
Business Co., Ltd
Subtotal 800.00 1.55% 86.60 667.76 1.29%
To associate Hunan purple
Sales of human health 30.00 5.72% 4.02 3.92 0.75%-
Commodity industry
Limited company
Subtotal 30.00 5.72% 4.02 3.92 0.75%
To associate Hunan purple
People provide a healthy 35.86 42.51% 5.92 34.82 41.27%-
Rental service industry
Business Co., Ltd
Subtotal 35.86 42.51% 5.92 34.82 41.27%-
Hunan Province
The provision of dilute traditional Chinese medicine to the associated tianjizhen cooperation project increased by 206000, 188.30% – 720.00, 65.81%, and the increase of R & D service volume was limited
department
Subtotal 206000 188.30% – 720.00 65.81%-
The company provided 181.22% of Libo 198255 to the associated Hainan Yun cooperation project, and increased the service volume of R & D service technology
Subtotal 198255 181.22% —
Total 490841 – 96.54 – 142650 —
Note: the proportion of the amount of similar business to be avoided in 2021 and the predicted profit of similar business in 2022 is the proportion of the amount of similar business to be avoided in 2022.
(III) prediction and implementation of daily connected transactions in 2021
Unit: 10000 yuan
Reasons for the large difference between the estimated amount of related party transactions in 2021 and the actual amount of related parties in 2021
Accepted Association Hunan Jiujun marketing planning Co., Ltd. 550.00 667.76-
Division provided by
Labor subtotal 550.00 667.76-
To the related person Hunan Ziyi Health Industry Co., Ltd. 10.00 3.92-
Commodity Sales Department
Subtotal 10.00 3.92-
To the related person Hunan Ziyi Health Industry Co., Ltd. 33.81 34.82-
Provide leasing division
Subtotal of services 33.81 34.82-
Send 720.00 720.00 to the related person Hunan Tianji rare traditional Chinese Medicine-
Supply research development Co., Ltd
Service subtotal 720.00 720.00-
Total 131381142650-
2、 Basic information and relationship of related parties
(I) Hunan Ziyi Health Industry Co., Ltd
Enterprise name: Hunan Ziyi Health Industry Co., Ltd
Nature limited liability company
Legal representative: Xie Jun
The registered capital is 5 million yuan
Date of establishment: November 24, 2003
Address: room 602, 6 / F, building C5-C7, No. 28, Lutian Road, Changsha high tech Development Zone
Main office location: room 602, 6 / F, building C5-C7, No. 28, Lutian Road, Changsha high tech Development Zone
Main business health management; Nutrition and health advisory services; Mobile Internet R & D and maintenance; Development and construction of e-commerce platform; Biotechnology development services; Sales of health products, prepackaged food (including refrigerated and frozen food), daily necessities, class II medical devices, class I medical devices, sanitary disinfection products, cosmetics and sanitary products, and health food; Research and development of plant extracts, health food, special dietary food, class II medical devices, class I medical devices and disinfectants; Self operated and acting as an agent for the import and export of various commodities and technologies, except for the commodities and technologies that the state restricts the company to operate or prohibits the import and export; Other integrated management services.
Major shareholder or actual controller: Hunan Luyuan industrial investment partnership (limited partnership)
(II) Hunan Jiujun marketing planning Co., Ltd
Enterprise name: Hunan Jiujun marketing planning Co., Ltd
Nature limited liability company
Legal representative: Yuan Shengjun
The registered capital is 5 million yuan
Date of establishment: July 17, 2019
Address: room 421, 4th floor, complex building next to Xiangjiang Avenue sand and gravel base, Tongguan circular economy industrial base, Wangcheng economic and Technological Development Zone, Changsha
Main office location: 5th floor, building C7, Minmetals Lugu science and Technology Industrial Park, No. 28 Lutian Road, Yuelu District, Changsha City, Hunan Province
Marketing planning services; Brand promotion and marketing; Enterprise management consulting services; Main business: Biotechnology promotion services; Health management; Research and development of food, health products and cosmetics; Engage in the following business activities on the Internet: Sales of daily necessities and health products; Retail of sanitary disinfection products, cosmetics and sanitary products.
Major shareholder or actual controller: Hunan Shixian Pharmaceutical Management Co., Ltd; Changsha junong Network Technology Co., Ltd. (note)
Note: on December 13, 2021, Hunan Luyuan industrial investment partnership (limited partnership) has transferred its shares in Hunan Jiujun marketing planning Co., Ltd. to Changsha junong Network Technology Co., Ltd. Therefore, Xie Jun, the supervisor of the company, no longer controls the enterprise. According to the measures for the administration of information disclosure of listed companies, “in the past 12 months or in the next 12 months according to relevant agreements, if there is one of the above-mentioned related circumstances, it is a related party”. Therefore, Hunan Jiujun marketing planning Co., Ltd. will still be recognized as a related party in the next 12 months.
(III) Hunan Tianji rare traditional Chinese Medicine Development Co., Ltd
Enterprise name: Hunan Tianji rare traditional Chinese Medicine Development Co., Ltd
nature
