Securities code: Yunnan Energy Investment Co.Ltd(002053) securities abbreviation: Yunnan Energy Investment Co.Ltd(002053) Announcement No.: 2022059
Yunnan Energy Investment Co.Ltd(002053)
About Yunnan Green Energy Industry Group Co., Ltd
Issue announcement of commitment to avoid horizontal competition
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.
Yunnan Energy Investment Co.Ltd(002053) (hereinafter referred to as “the company”) recently received the letter of commitment to avoid horizontal competition from Yunnan Green Energy Industry Group Co., Ltd. (hereinafter referred to as “green energy group”), a subsidiary of Yunnan Energy Investment Group Co., Ltd. (hereinafter referred to as “energy investment group”). Energy investment group, the controlling shareholder of the company, established green energy group in January 2022 according to the strategic deployment of Yunnan provincial Party committee and provincial government. In the future, it will undertake the construction tasks of some key new green energy projects in Yunnan Province. In order to effectively fulfill its commitment to avoid horizontal competition with listed companies, energy investment group urged its subsidiary green energy group to issue a letter of commitment on avoiding horizontal competition, which is as follows:
1、 The company and the enterprises controlled by the company intend to engage in or substantially obtain similar or similar businesses or business opportunities with the listed company in the future, and the assets and businesses formed by such businesses or business opportunities constitute horizontal competition with the main business of the listed company:
1. The company will not directly engage in the same or similar business as the main business of the listed company and its controlled enterprises in the future, so as to avoid business competition for the production and operation of the listed company. The company will also urge the enterprises controlled by the company not to directly engage in any business or activity that commercially competes with the main business of the listed company or the enterprises controlled by it;
2. If the company or the enterprise controlled by the company has any business or business opportunity that competes with the main business of the listed company or the enterprise controlled by the company, the company will give up or urge the enterprise controlled by the company to give up the business or business opportunity that may have horizontal competition, or will urge the business, business opportunity or related company to give priority to the listed company or the enterprise controlled by the company on fair and reasonable conditions, Or transferred to other unrelated third parties;
3. If the listed company believes that such business opportunities meet the business development needs of the listed company, but are not suitable for the direct implementation of the listed company for the time being, from the perspective of supporting the development of the listed company, the company may, on the basis of full consultation with the listed company, be cultivated by the company or the enterprises controlled by the company through advance investment, development, construction, acquisition, etc, And entrust these businesses or assets to a listed company for management at a fair market price after full capacity grid connection. The company promises that after the relevant businesses or assets meet the following conditions for injection into the listed company, it will give priority to transferring relevant businesses or assets to the listed company at a fair price on the premise of complying with relevant laws, regulations and regulatory rules and meeting the interests of the listed company. (1) The ownership of the main assets involved in the cultivation target is clear, in line with the provisions of national laws and regulations and relevant normative documents, and there is no imperfect ownership of property rights or defects in project procedures.
(2) Cultivating the normal operation of the target business, making the net profit after deducting Non Profits positive and making continuous profits for two consecutive years is in line with the strategic planning of the listed company, which is conducive to the listed company to improve the asset quality, improve the financial situation and enhance the sustainable profitability. (3) There is no major debt repayment risk in the cultivation target, and there are no major contingencies such as guarantee, litigation and arbitration that affect the sustainable operation.
(4) Comply with relevant laws and regulations, normative documents and relevant regulatory requirements of securities regulatory authorities.
4. The company will strictly abide by the relevant provisions of China Securities Regulatory Commission, Shenzhen Stock Exchange and the articles of association of listed companies, exercise shareholders’ rights and perform shareholders’ obligations on an equal basis with other shareholders, and will not take advantage of the position of major shareholders to seek improper interests and damage the legitimate rights and interests of listed companies and other shareholders.
2、 From the date of issuance of this letter of commitment, if the listed company suffers or suffers losses due to the company’s violation of any terms of this commitment, the company will compensate in full.
It is hereby announced.
Yunnan Energy Investment Co.Ltd(002053) board of directors
April 9, 2022
