Securities code: Shenzhen Hepalink Pharmaceutical Group Co.Ltd(002399) securities abbreviation: Shenzhen Hepalink Pharmaceutical Group Co.Ltd(002399) Announcement No.: 2022012 Shenzhen Hepalink Pharmaceutical Group Co.Ltd(002399)
About using self owned funds to purchase financial products
And announcement of cash management
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.
Shenzhen Hepalink Pharmaceutical Group Co.Ltd(002399) (hereinafter referred to as “the company”) deliberated and adopted the proposal on using its own funds to purchase financial products and carry out cash management at the 17th meeting of the 5th board of directors and the 9th meeting of the 5th board of supervisors held on April 11, 2022, and agreed that on the premise of not affecting the normal business activities of the company, based on the principle of safe and prudent investment, Use its own funds of no more than 2 billion yuan (or equivalent foreign currency) for cash management and purchase of low-risk financial products (including bank breakeven financial products). The details are as follows:
1、 Basic information
1. Investment purpose: without affecting the normal operation and development of the company, improve the use efficiency of the company’s short-term self owned idle funds, make rational use of idle funds, and seek better investment returns for shareholders.
2. Investment quota: the investment quota that the company and its holding subsidiaries intend to use to purchase financial products shall not exceed 2 billion yuan (or equivalent foreign currency). Within the above quota, the funds can be recycled and rolled, and the transaction amount (including the amount of recovering the investment principal and reinvesting the income) at any point in the investment period shall not exceed 2 billion yuan (or equivalent foreign currency).
3. Investment method: invest in bank principal guaranteed financial products, low-risk treasury bonds, local government bonds, central bank bills, financial bonds, policy financial bonds, enterprise bonds, corporate bonds, convertible bonds, separate transaction convertible bonds, short-term financing bonds, super short-term financing bonds, government agency bonds, local government bonds Medium term notes (excluding non-public directional debt financing instruments and other debt financing instruments issued with the approval of the inter-bank Dealers Association), bond repurchase, bank deposits (including agreement deposits, time deposits and other bank deposits), etc. The above investment varieties shall not involve venture capital specified in the guidelines for self discipline supervision of listed companies No. 1 – standardized operation of listed companies on the main board.
4. Investment term: valid within 12 months from the date of deliberation and approval by the general meeting of shareholders.
5. Source of funds: under the condition of ensuring the funds required for normal operation and development, the source of funds for the above investment proposed by the company is its own funds.
6. This matter needs to be submitted to the 2021 annual general meeting of shareholders for deliberation and approval.
2、 Investment risk analysis and risk control measures
1. Investment risk
The above-mentioned bank financial products include low-risk investment varieties, and the financial market is greatly affected by the macro-economy. It is not excluded that the investment is affected by market fluctuations; The company will intervene timely and appropriately according to the economic situation and changes in the financial market, so the actual income of short-term investment is unpredictable.
2. For investment risks, the proposed measures are as follows:
The company will carry out relevant financial management business in strict accordance with the requirements of relevant laws and regulations such as the stock listing rules of Shenzhen Stock Exchange, the articles of association and the entrusted financial management system, strengthen the analysis and research of relevant financial products, earnestly implement various internal control systems of the company and strictly control investment risks.
(1) The Audit Department of the company conducts daily supervision and regularly audits and verifies the use of funds.
(2) The company selects qualified professional financial institutions with good credit status, good financial condition, no bad credit record and strong profitability as the trustee, and signs a written contract with the trustee to clarify the amount, period, investment variety, rights and obligations of both parties and legal responsibilities of entrusted financial management, and requires to provide guarantee when necessary. The financial director of the company shall track the progress of entrusted financial management and investment safety. If any risk factors that may affect the safety of the company’s funds are found, corresponding measures shall be taken in time to control the investment risk and report to the board of directors to avoid or reduce the loss of the company.
(3) The independent directors of the company shall inspect the use of low-risk investment and financial management funds and give relevant independent opinions.
(4) The board of supervisors of the company has the right to regularly or irregularly inspect the entrusted financial management of the company. If any illegal operation is found, it can be proposed to convene the board of directors to consider and stop the relevant investment activities of the company.
3、 Impact on the daily operation of the company
On the premise of ensuring that it does not affect the daily operation and capital safety, the company uses some idle self owned funds to buy low-risk bank financial products, which is conducive to improving the efficiency of capital use, obtaining certain investment income, further improving the overall performance level of the company and obtaining higher investment return for shareholders.
4、 Financial products purchased by the company in the last 12 months
The 7th Meeting of the 5th board of directors of the company deliberated and approved the proposal on using some idle H-share raised funds to purchase financial products and cash management, and agreed to use some idle H-share raised funds to purchase low-risk products (including bank breakeven financial products) with an accumulated amount of no more than 2 billion yuan without affecting the normal business activities of the company and based on the principle of safe and prudent investment. As of the date of this announcement, The financial products purchased by the company are not redeemable at maturity.
5、 Approval procedures and internal control
(I) internal control
1. The company invests in strict accordance with the requirements formulated by the Listing Rules of Shenzhen Stock Exchange, the articles of association and other laws and regulations.
2. The company has formulated the entrusted financial management system to standardize the entrusted financial management behavior of the company, which is conducive to the company to prevent investment risks and ensure the safety and effective appreciation of investment funds.
3. The approval procedure shall be carried out in accordance with the articles of association and the entrusted financial management system.
(II) opinions of independent directors
Under the premise that the use of idle funds is not conducive to the company’s operating efficiency and the safety of the company’s own funds, it will not increase the risk of the company’s own funds, especially the use of idle funds, which is not conducive to the company’s operating efficiency and control of the company’s own funds. Therefore, it is agreed that the company will use idle self owned funds of no more than 2 billion yuan (or equivalent foreign currency) for cash management and purchase low-risk financial products (including bank breakeven financial products).
(III) opinions of the board of supervisors
After review, the board of supervisors believes that on the basis of ensuring the normal operation and capital safety of the company, using some idle funds and choosing the opportunity to invest in financial products with high safety and liquidity is conducive to improving the efficiency of capital use and increasing the investment income of the company, and there is no damage to the company and all shareholders. The decision-making procedure of this matter complies with relevant laws and regulations and the relevant provisions of the articles of association. Therefore, it is agreed that the company will use idle self owned funds of no more than 2 billion yuan (or equivalent foreign currency) for cash management and purchase low-risk financial products (including bank principal guaranteed financial products), and the investment period will be effective within 12 months from the date of deliberation and approval by the general meeting of shareholders.
6、 Documents for future reference
1. Resolution of the 17th meeting of the 5th board of directors
2. Resolution of the 9th meeting of the 5th board of supervisors
3. Independent opinions of independent directors on matters related to the 17th meeting of the 5th board of directors
It is hereby announced.
Shenzhen Hepalink Pharmaceutical Group Co.Ltd(002399) board of directors April 12, 2002
