Stock Code: China Avionics Systems Co.Ltd(600372) stock abbreviation: China Avionics Systems Co.Ltd(600372) No.: pro 2022015 China Avionics Systems Co.Ltd(600372)
Announcement of 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.
Aviation industry China Aviation Industry Group Co., Ltd
AVIC Finance Co., Ltd
AVIC airborne Systems Co., Ltd
Important content tips: ● daily connected transactions in 2022 need to be submitted to the general meeting of shareholders for deliberation. ● daily connected transactions in 2022 are continuous and necessary businesses in daily production and operation, which has no adverse impact on the company.
1、 Basic information of daily connected transactions
(I) review procedures for the performance of daily connected transactions
On March 29, 2022, the fourth meeting of the seventh board of directors of the company in 2022 deliberated and approved the proposal on deliberation of daily connected transactions and transaction amount in 2022. During the voting, the connected directors avoided voting, and the non connected directors deliberated and approved the proposal. The proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation, and the connected shareholders will avoid voting on the proposal at the general meeting of shareholders.
The company has submitted relevant materials to the independent directors in advance, and the independent directors have conducted prior review. The independent directors of the company believe that the independent directors of the company have understood the relevant matters of the company's daily related party transaction proposal in 2022 before the meeting of the board of directors, and believe that the contents of the above proposal do not violate relevant regulations and do not harm the interests of the company and shareholders. They can be submitted as a proposal to the fourth meeting of the seventh board of directors in 2022 for deliberation.
The independent directors of the company believe that the mutual supply of products, provision and acceptance of labor services, equipment leasing and financial services between the company and subordinate units of the aviation industry are conducive to the complementary advantages of both parties, reduce the company's operating costs, and collect custody fees from the trustee, which is in line with the interests of the company and shareholders. No behavior damaging the interests of the company and shareholders is found in the above related party transactions, We agree to the proposal on the company's daily connected transactions in 2022 and agree to submit the proposal to the general meeting of shareholders for deliberation.
(II) prediction and implementation of the previous daily connected transactions
Unit: 10000 yuan
Category of related party transactions: reasons for the large difference between the actual estimated amount and the actual amount of related parties in 2021
Purchase commodity aviation industry subordinate unit 170000182854 note 1
Sales of goods 6 Shenzhen Fountain Corporation(000005) 77045 sales of goods by subordinate units of aviation industry are lower than expected
Providing labor services 18 Hunan Jingfeng Pharmaceutical Co.Ltd(000908) 2 subordinate units of aviation industry provided labor services lower than expected
Receiving labor services 100004373 subordinate units of aviation industry received labor services lower than expected
Lease amount subordinate units of aviation industry 22001894
Custody fee subordinate units of aviation industry 6 Cecep Solar Energy Co.Ltd(000591) 7
Accounts receivable factoring aviation industry subordinate unit 1 China Vanke Co.Ltd(000002) 8359 factoring demand is lower than expected
Deposit limit (daily AVIC finance 30 Grandjoy Holdings Group Co.Ltd(000031) 1505 note 2
Deposit (maximum)
Loan limit (daily loan demand of 6 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 44728 subordinate units of aviation industry is lower than the maximum expected loan) (including aviation industry finance company)
Note 1: in 2021, the defense aviation business of some subsidiaries increased, and the order quantity of main engines increased during the 14th Five Year Plan period. The display of various models
In order to meet the needs of the host order contract, speed up the resource supplement, put into production and stock up, resulting in the supply of goods to the aviation workers
The purchase amount of units in the industry increased.
Note 2: if the deposit limit in AVIC Finance Co., Ltd. (hereinafter referred to as AVIC Finance) exceeds the expectation, the main
The main reason is that there are many centralized settlement funds at the end of the year, and the company did not monitor them in time. According to the financial services agreement signed between the company and AVIC Finance
In the framework agreement, "if Party A's deposit in Party B exceeds the maximum deposit limit due to settlement and other reasons, Party B shall return it within 3 working days
The excess amount of deposit shall be transferred to the bank accounts of Party A and its subsidiaries. " Aviation industry finance company has been in accordance with this provision within 3 working days
Transfer out the excess funds. As of January 6, 2022, the deposit limit of aviation industry finance company was 2.734 billion yuan, which did not exceed the limit.
In 2021, the company expects to purchase goods in daily related party transactions with related parties
And the deposit limit exceeds the expected amount at the beginning of the year, and the amount of connected transactions exceeding the expected amount has been released
It was deliberated and adopted at the third (Interim) meeting of the seventh board of directors of the company in 2022. The specific contents are as follows:
See China Avionics Systems Co.Ltd(600372) about confirming the year 2021 disclosed by the company on March 12, 2022 for details
Announcement on the excess of daily connected transactions (No.: p.2022012).
(III) estimated amount and category of daily connected transactions
Unit: 10000 yuan
At the beginning of this year, the amount expected to be calculated to the disclosure date in 2022 and related parties accounted for% of the cumulative actual amount of related parties in similar industries and related party transactions of the previous year in 2021 Reason for difference in amount
Purchase commodity aviation industry subordinate unit 3 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 515018285433.15%
Sales of commodity aviation industry subordinate units 8 Ping An Bank Co.Ltd(000001) 2812257704561.17%
Providing labor services subordinate units of aviation industry 2 Shenzhen Huaqiang Industry Co.Ltd(000062) 6908222.39% 2022
Aviation industry subordinate units receiving labor 150 Lianchuang Electronic Technology Co.Ltd(002036) 437315.26% of the company's scientific research and production lease amount aviation industry subordinate units 50001451 189451.67% of the tasks increased
Custody fee: subordinate units of aviation industry 150003115 5917100.00% plus and minus
Accounts receivable factoring subordinate units of aviation industry 1 Ping An Bank Co.Ltd(000001) China National Accord Medicines Corporation Ltd(000028) 35973.93% sales and procurement
Deposit limit (daily 41 Fawer Automotive Parts Limited Company(000030) Grandjoy Holdings Group Co.Ltd(000031) 150579.06% of the total pre deposit maximum) calculated by aviation industry finance company
The number of subordinate units in the aviation industry increased.
Loan limit (daily) (including aviation industry finance 6 Shenzhen Zhenye(Group)Co.Ltd(000006) Shenzhen Guohua Network Security Technology Co.Ltd(000004) 4472878.78%)
Maximum loan amount (company)
2、 Introduction to related parties and related relationships
1. Aviation Industry: the aviation industry is the actual controller of the company
Company name: China Aviation Industry Group Co., Ltd
Enterprise type: limited liability company (solely state-owned)
Registered address: building 19, yard 5, Shuguang Sili, Chaoyang District, Beijing
Legal representative: Tan Ruisong
Registered capital: 64 billion yuan
Business scope: operating state-owned assets within the scope authorized by the State Council; Research, design, development, test, production, sales, maintenance, support and service of military aircraft and engines, guided weapons, military gas turbines, weapon equipment supporting systems and products; Investment and management in finance, leasing, general aviation services, transportation, medical treatment, engineering survey and design, engineering contracting and construction, real estate development and other industries; Design, research, development, test, production, sales and maintenance services of civil aircraft and engines, airborne equipment and systems, gas turbines, automobiles, motorcycles and engines (including parts), refrigeration equipment, electronic products, environmental protection equipment and new energy equipment; Equipment leasing; Engineering survey and design; Project contracting and construction; Real estate development and operation; Technology transfer and technical services related to the above businesses; Import and export business; Technical development and sales of ships; Engineering equipment technology development; Technological development of new energy products. (enterprises shall independently choose business items and carry out business activities according to law; for projects subject to approval according to law, they shall carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in business activities of projects prohibited and restricted by industrial policies of this city.)
Financial status: as of December 31, 2020, the audited total assets of the aviation industry were 1051965804900 yuan and the net assets were 372787195600 yuan; In 2020, the main business income was 468803487300 yuan and the net profit was 15593378800 yuan.
The related party transactions of the company and the aviation industry in the early stage are well executed. The aviation industry exists in accordance with the law and operates normally. It is in good financial condition and has the ability to perform the contract.
2. Aviation industry finance company: it is the actual controller of the company. Enterprise name under the control of aviation industry: AVIC Finance Co., Ltd
Enterprise type: other limited liability companies
Registered address: No. 10 b, Middle East Third Ring Road, Chaoyang District, Beijing
Legal representative: Dong Yuan
Registered capital: 2.5 billion yuan
Business scope: Insurance concurrent agency business (the license for insurance concurrent agency business is valid until December 7, 2023); Handle financial and financing consulting, credit assurance and related consulting and agency business for member units; Assist member units to realize the receipt and payment of transaction funds; Provide guarantee to member units; Handle entrusted loans and entrusted investment between member units; Handle bill acceptance and discount for member companies; Handle the internal transfer settlement between member units and the corresponding settlement and clearing scheme design; Absorbing deposits from member units; Handle loans and financial leases for member units; Engage in interbank lending; Issue financial corporate bonds upon approval; Underwriting corporate bonds of member units; Equity investment in financial institutions; Investments in securities other than investments in the secondary stock market; Consumer credit and buyer's credit of products of member units. (market entities shall independently choose business projects and carry out business activities according to law; projects that must be approved according to law shall carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in business activities of projects prohibited and restricted by national and municipal industrial policies.)
Financial position: as of December 31, 2020,
