Securities code: Leyard Optoelectronic Co.Ltd(300296) securities abbreviation: Leyard Optoelectronic Co.Ltd(300296) Announcement No.: 2022017 Leyard Optoelectronic Co.Ltd(300296)
Announcement on the prediction of the company's daily connected transactions in 2022
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without falsehood
False records, misleading statements or material omissions.
1、 Basic information of daily connected transactions
(I) overview of daily connected transactions
1. According to the business cooperation and the needs of the company's business development, Leyard Optoelectronic Co.Ltd(300296) North Electro-Optic Co.Ltd(600184) in 2022
Jiangsu Microelectronics Co., Ltd. (hereinafter referred to as "Lijing") and its affiliates
The company (hereinafter referred to as "Lijing") expects the total amount of related party transactions to be RMB 41000442 million.
2. Association relationship
As Ms. Pan Tong serves as the supervisor and director of Lijing, Lijing is a related party according to the regulations of Shenzhen Stock Exchange GEM Listing Rules, so the above matters constitute related party transactions.
3. The company has deliberated and adopted relevant proposals at the 35th meeting of the Fourth Board of directors and the 31st meeting of the Fourth Board of supervisors held on April 14, 2022, and Ms. Pan Tong, a related supervisor, avoided voting; Independent directors have expressed their independent opinions on the above matters; According to the Shenzhen Stock Exchange GEM Listing Rules, the matter still needs to be submitted to the general meeting of shareholders for deliberation.
(II) estimated category and amount of daily connected transactions
1. Category and amount of daily related party transactions expected in 2022
Content of related party transactions related party transactions fixed contract signing amount of related party transactions as of the disclosure date, the principle or estimated amount of related party price of easy category occurred in the previous year, and the amount incurred (10000 yuan) (10000 yuan) (10000 yuan)
Purchase micro led from related Lijing Microelectronics with reference to market line 4000000 to
The buyer of Technology (Jiangsu) display module negotiated and determined 43 China Vanke Co.Ltd(000002) 716743129503 raw materials Co., Ltd. to the related Lijing microelectronics
Human sales Technology (Jiangsu) sells constant current source core, and 120000 is determined through consultation with reference to the situation of raw materials such as 100000 to 354.00307134 products and Co., Ltd. chips in the market
commodity
Total 4100000 to 30707434366364420000
2. Actual occurrence of daily related party transactions in 2021
Actual hair actual hair
Difference between the actual estimated amount in the related transaction of related party transactions and the proportion of the amount of related party capacity of easy category on the disclosure date (RMB 10000) and the estimated amount of similar industries and index (RMB 10000)
（%） （%）
Purchase micro 3169247 from related Lijing microelectronics. For details, the company's purchasing technology (Jiangsu) led display 31295034753871 4.40% - 1.25% will be sold on March 31, 2021
Sales of Lijing microelectronics 355553 to announcement (announcement products, commercial technology (Jiangsu) source chips, etc. 307134442553 0.35% - 13.62% No.:
Raw materials Co., Ltd. (2021027)
Total 34366373524800 to 2.15% - 2.50%
51,964.24
2、 Related person introduction and relationship
1. Basic information
Company name: Lijing microelectronics technology (Jiangsu) Co., Ltd
Date of establishment: March 26, 2020
Registered address: 9-2 and 9-3, Jinshan fourth branch road, Jinshan North Industrial Park, Liangxi District, Wuxi City, Jiangsu Province
Legal representative: Tan Lianqi
Registered capital: RMB 300 million
Business scope:
Licensed items: technology import and export; Import and export of goods (items subject to approval according to law shall be approved by relevant departments)
Business activities can only be carried out after approval, and the specific business items shall be subject to the approval results) general items: technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Manufacturing of electronic components; display
Device manufacturing; Sales of display devices; Retail of electronic components (except for items subject to approval in accordance with the law, with business license)
License to independently carry out business activities according to law).
2. Equity structure:
Capital contribution subscribed by the contributor (10000 yuan) shareholding ratio (%)
Leyard Optoelectronic Co.Ltd(300296) 11,730.00 39.10
Leyard Optoelectronic Co.Ltd(300296) photoelectric group system integration Co., Ltd. 327000 10.90
Capital contribution subscribed by the contributor (10000 yuan) shareholding ratio (%)
Jingyu photoelectric (Xiamen) Co., Ltd. 873000 29.10
Yuanfeng New Technology Co., Ltd. 627000 20.90
Total 3000000 100.00
3. Financial indicators of Lijing in the latest year:
Unit: 10000 yuan
Main financial indicators December 31, 2021 (audited)
Total assets 4291139
Total liabilities 1717021
Net assets 2574118
Main financial indicators 2021 (audited)
Operating income 3148142
Net profit 245454
4. Related relationship: Ms. pantong serves as the supervisor of Leyard Optoelectronic Co.Ltd(300296) li Jing and the director of Li Jing. According to the regulations of Shenzhen Stock Exchange GEM Listing Rules, Li Jing is the related party of the company.
5. Performance capability analysis: the above related parties are in good financial and credit conditions and have good performance capability. They can perform the contract in daily transactions, and there is no major uncertainty in their performance capability.
3、 Main contents of related party transactions
1. Main contents of related party transactions
The company and its holding company purchased micro LED display modules from Lijing and sold constant current source chips and other raw materials to Lijing, which is in line with the provisions on related party transactions in the Listing Rules of GEM stocks of Shenzhen Stock Exchange.
2. Pricing principle and basis
Both parties to the transaction shall follow the principles of equality, voluntariness, mutual benefit, fairness and fairness. The transaction price shall be determined by both parties through consultation with reference to the market price, and the price of related party transactions shall be adjusted accordingly in time according to the changes of market price. There is no situation that damages the interests of listed companies.
3. Signing of related party transaction agreement
The related party transaction agreement shall be signed by both parties within the expected amount according to the actual situation.
4、 Purpose of related party transactions and its impact on Listed Companies
1. The above related party transactions are the daily business transactions of the company, are the normal needs of the company's business development and production and operation, are conducive to the sustainable and healthy development of the company, and are reasonable and necessary.
2. The above connected transactions are based on the fair market price and follow the principles of openness, fairness and impartiality. There is no damage to the interests of listed companies or the interests of minority shareholders.
3. The above related party transactions will not have a significant impact on the independence of the company, nor will they form dependence on related parties due to such transactions.
5、 Prior approval and independent opinions of independent directors
1. Prior approval
We have carefully considered the related party transaction proposal provided by the board of directors. We believe that the related party transactions expected to occur in 2022 are determined according to the business cooperation and the needs of the company's business development. The related party transactions are in line with the principles of openness, fairness and impartiality, in line with the interests of the company and all shareholders, and will not damage the interests of minority shareholders. We recognize the connected transaction and agree to submit the proposal of the connected transaction to the board of directors of the company for deliberation.
2. Independent opinion
The company's estimate of the amount of daily connected transactions in 2022 is in line with the actual situation of the business development of both parties. There is no behavior damaging the interests of the company and shareholders, especially small and medium-sized shareholders, which will not affect the independence of the company or the sustainable operation ability of the company, which is in line with the long-term development plan of the company. We agree to the prediction of related party transactions in 2022 and agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
6、 Documents for future reference
1. Resolution of the 35th meeting of Leyard Optoelectronic Co.Ltd(300296) the 4th board of directors;
2. Resolution of the 31st meeting of Leyard Optoelectronic Co.Ltd(300296) the 4th board of supervisors;
3. Prior approval opinions of independent directors on matters related to the 35th meeting of the Fourth Board of directors of the company;
4. Independent opinions of independent directors on matters related to the 35th meeting of the Fourth Board of directors of the company. It is hereby announced.
Leyard Optoelectronic Co.Ltd(300296) board of directors April 14, 2022
