Securities code: Shanghai Ganglian E-Commerce Holdings Co.Ltd(300226) securities abbreviation: Shanghai Ganglian E-Commerce Holdings Co.Ltd(300226) Announcement No.: 2022020 Shanghai Ganglian E-Commerce Holdings Co.Ltd(300226)
Announcement on the continuation of foreign exchange hedging business by steel bank e-commerce and its subsidiaries
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.
Shanghai Ganglian E-Commerce Holdings Co.Ltd(300226) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the continuation of foreign exchange hedging business by steel bank e-commerce and its subsidiaries at the 18th meeting of the 5th board of directors held on April 13, 2022, Shanghai gangyin Supply Chain Management Co., Ltd. (hereinafter referred to as “gangyin supply chain”), a wholly-owned subsidiary of Shanghai gangyin e-commerce Co., Ltd. (hereinafter referred to as “gangyin e-commerce”), a holding subsidiary of the company, and gangyin supply chain management (Hong Kong) Co., Ltd. (hereinafter referred to as “gangyin supply chain Hong Kong company”) are approved to carry out foreign exchange hedging business. The relevant information is hereby announced as follows: 1 The purpose of carrying out foreign exchange hedging business by subsidiaries of steel bank E-commerce
Given that the business of steel bank supply chain and its subsidiaries involves foreign exchange settlement, when the exchange rate of receipt and payment currency fluctuates greatly, the exchange gains and losses will have a certain impact on the operating performance. Therefore, in order to reduce operational risks, gangyin supply chain, a wholly-owned subsidiary of gangyin e-commerce, and gangyin supply chain Hong Kong, a subsidiary of gangyin e-commerce, plan to carry out forward foreign exchange trading business with banks and other financial institutions, make full use of the hedging function of forward foreign exchange settlement and sales products, and then reduce the impact of exchange rate fluctuations on the company.
At the 18th meeting of the 5th board of directors held on April 13, 2022, the company deliberated and adopted the proposal on the continuation of foreign exchange hedging business by steel bank e-commerce and its subsidiaries. According to the business development needs of the company, steel bank supply chain and steel bank supply chain Hong Kong company plan to carry out forward foreign exchange hedging transactions with a balance of no more than US $10 million or equivalent foreign currency, The validity period is one year from the date of deliberation and approval of this general meeting of shareholders. Moreover, before the 2023 foreign exchange hedging plan is approved by the 2022 annual general meeting of shareholders and the board of directors of the company does not make a new proposal or modify or approve, this proposal will continue to be effective.
2、 Type and quantity of hedging
1. Varieties and business types involved: the steel bank supply chain and the steel bank supply chain Hong Kong company signed forward foreign exchange settlement and sales contracts with financial institutions and agreed to settle or sell foreign exchange at a certain time in the future according to the agreed currency, amount and exchange rate.
2. Business scale: carry out forward foreign exchange hedging transactions with a balance of no more than US $10 million or equivalent foreign currency amount.
3. Source of funds: self owned funds of gangyin supply chain and gangyin supply chain Hong Kong company.
5. Hedging period: one year from the date of deliberation and approval by the general meeting of shareholders. Moreover, before the 2023 foreign exchange hedging plan is approved by the 2022 annual general meeting of shareholders and the board of directors of the company does not make a new proposal or modify or approve, this proposal will continue to be effective.
3、 Risk analysis of hedging business
The forward foreign exchange hedging business carried out by the company aims to lock in the exchange rate risk, do not engage in speculative and arbitrage trading operations, and conduct transactions in strict accordance with the company’s predicted collection period, collection amount and due loan amount to be repaid when signing the contract. Forward foreign exchange transactions can reduce the impact of exchange rate fluctuations on the company in case of significant exchange rate fluctuations, but they still have the following risks:
1. Exchange rate fluctuation risk: when the exchange rate changes greatly, if the forward exchange rate agreed in the relevant business confirmation is lower than the real-time exchange rate, exchange losses will be caused.
2. Internal control risk: foreign exchange forward settlement and sale hedging transactions are highly professional and complex, which may cause risks due to imperfect internal control system.
3. Transaction default risk: if the foreign exchange hedging counterparty defaults and fails to pay the hedging profit of the company as agreed, the actual exchange loss of the company cannot be hedged, which will cause the loss of the company.
4. Technical risk: technical risk may be caused by incomplete computer system. 4、 Risk control measures
1. The company will strengthen the research and Analysis on the exchange rate, and timely adjust the business strategy in case of large exchange rate fluctuations, so as to stabilize the import and export business and avoid exchange losses to the greatest extent.
2. After the company’s internal audit and decision-making procedures, carry out business on the basis of prudent judgment and in batches to ensure maximum risk control. The financial department handling specific business is required to conduct strict internal audit on the company’s long-term foreign exchange settlement business according to corresponding procedures and internal control, effectively isolate information, timely report risks, and form an efficient risk disposal mechanism.
3. In order to prevent the delayed delivery of forward foreign exchange settlement, the company attaches great importance to the management of accounts receivable and actively urges the collection of accounts receivable to avoid the overdue phenomenon of accounts receivable.
5、 Determination principle of fair value
The fair value of steel hedging of the company is determined according to the settlement price on the last trading day of each accounting reporting period.
6、 Accounting policies and accounting principles
According to the relevant provisions of the accounting standards for Business Enterprises No. 22 – recognition and measurement of financial instruments, accounting standards for Business Enterprises No. 23 – transfer of financial assets, accounting standards for Business Enterprises No. 24 – hedge accounting, accounting standards for Business Enterprises No. 37 – presentation of financial instruments and their application guidelines, the company conducts accounting and disclosure of the proposed foreign exchange hedging business.
7、 Relevant review and approval procedures
The 18th meeting of the 5th board of directors and the 15th meeting of the 5th board of supervisors held on April 13, 2022 considered and adopted this proposal. This proposal still needs to be submitted to the general meeting of shareholders for deliberation and approval, and will be effective within one year from the date of adoption by the general meeting of shareholders.
The independent directors expressed their independent opinions on the proposal: the company’s foreign exchange hedging business follows the principle of prudence and does not carry out foreign exchange transactions for the purpose of speculation. All foreign exchange hedging businesses are based on normal production and operation, based on specific business operations and for the purpose of avoiding and preventing exchange rate risks. There is no situation that damages the interests of the company’s shareholders, especially small and medium-sized shareholders. At the same time, the company has formulated the management system of foreign exchange hedging business, improved the relevant business approval process, determined reasonable accounting principles, and the risk is controllable. The procedure of the company’s deliberation on this matter complies with relevant national laws and regulations and the relevant provisions of the articles of association. We agree that the company shall carry out foreign exchange hedging business in accordance with the provisions of relevant systems.
8、 Necessity and feasibility analysis of the company’s foreign exchange hedging business
The purpose of the company’s foreign exchange hedging business is to make full use of foreign exchange hedging tools to reduce or avoid exchange rate risks caused by exchange rate fluctuations, reduce exchange losses and control operational risks. The company has formulated the management system of foreign exchange hedging business, improved the relevant internal control system, and equipped professionals for foreign exchange hedging business. The targeted risk control measures taken by the company are practical and feasible, and it is feasible to carry out foreign exchange hedging business.
By carrying out foreign exchange hedging, the company can avoid the risk of foreign exchange market to a certain extent, prevent the adverse impact of large exchange rate fluctuations on the company, improve the use efficiency of foreign exchange funds and enhance financial stability. 9、 Documents for future reference
1. Resolutions of the 18th meeting of the 5th board of directors of the company;
2. Resolutions of the 15th meeting of the 5th board of supervisors of the company; 3. Independent opinions of independent directors on relevant matters. It is hereby announced.
Shanghai Ganglian E-Commerce Holdings Co.Ltd(300226) board of directors
April 15, 2022
