Securities code: Haining China Leather Market Co.Ltd(002344) securities abbreviation: Haining China Leather Market Co.Ltd(002344) Announcement No.: 2022009 Haining China Leather Market Co.Ltd(002344)
Announcement on continuing to use self owned funds for investment and financial management
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and are jointly and severally liable for false records, misleading statements or major omissions in the announcement.
1、 Overview
According to the resolution of the third extraordinary general meeting of shareholders in 2018 of Haining China Leather Market Co.Ltd(002344) company (hereinafter referred to as “the company”), it is approved to use its own funds of no more than 1billion yuan for investment and wealth management. Now the investment term expires. In view of the relatively stable net cash flow of the company, in order to improve the efficiency of fund use and increase the return of shareholders, the company plans to continue to use its own funds of no more than 1 billion yuan for investment and financial management on the premise of ensuring the fund demand of the company’s daily operation and project construction and effectively controlling the risk. The above matters have been deliberated and adopted at the 10th meeting of the 5th board of directors of the company.
(I) source of funds:
The company takes its own idle funds as the source of funds for investment and financial management. During the specific investment operation, the company’s capital revenue and expenditure shall be reasonably calculated and arranged, and the company’s daily business activities shall not be affected.
(II) investment purpose:
Maximize the use efficiency of the company’s short-term self owned funds and seek a better return on investment for the company and shareholders.
(III) investment amount:
Within 1 billion yuan, within the investment limit, the funds can be recycled.
(IV) investment period:
The above investment quota shall be valid for three years from the date of deliberation and approval. The maximum duration of a single investment shall not exceed 12 months.
(V) investment object:
Investment in low-risk financial products, including treasury bonds, bonds, money market funds, bank financial products and other short-term investment varieties with high security. It is not engaged in domestic and foreign stock primary and secondary market investment and securities repurchase.
2、 Approval procedure
(I) the board of directors of the company authorizes the chairman of the board of directors to make investment decisions in accordance with the company’s securities investment management system, investment internal control system and other relevant provisions of the company, and the finance department and Securities Department of the company are responsible for organizing the implementation. Relevant personnel of the company shall timely analyze and track the investment direction of financial products and project progress. If risk factors that may affect the safety of the company’s funds are found in the assessment, corresponding measures shall be taken in time to control investment risks.
(II) the internal audit department of the company shall inspect the investment assets from time to time to ensure the safety of funds. (III) the approval procedures of the company’s investment and financial management shall be legal and effective, and shall be audited by intermediaries. 3、 Impact on the company
The company’s investment and financial management with its own funds is implemented on the premise of ensuring the company’s daily operation and capital safety, which will not affect the normal needs of the company’s daily capital turnover and the normal development of the company’s main business. Through appropriate investment and financial management, we can improve the efficiency of the use of funds and improve the efficiency of the company.
4、 Venture capital risk and risk control measures
The company has formulated the securities investment management system, which has made detailed provisions on the principles, scope, authority, internal audit process, internal reporting procedures, supervision of fund use, responsible departments and responsible persons of investment and financial management, which can effectively prevent investment risks. At the same time, the company will strengthen market analysis and research, earnestly implement relevant internal management systems and strictly control risks.
5、 Independent opinions of independent directors
In accordance with the rules for independent directors of listed companies issued by China Securities Regulatory Commission, the rules for the listing of stocks issued by Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies, the detailed rules for the work of independent directors of the company and the articles of association and other relevant provisions, as an independent director of the company, he carefully considered the investment and financial management matters of the company, and conducted necessary audits on the operation, financial status and internal control system of the company. At the same time, after carefully investigating the operation mode, fund management, internal control and other control measures of the company’s investment and financial management matters, it is considered that:
At present, the company is in good operation, stable financial condition and abundant self owned funds. On the premise of ensuring liquidity and capital safety, the company continues to use its own funds for investment and financial management, which is conducive to improving the use efficiency of the company’s self owned funds and increasing the income of the company’s self owned funds on the premise of risk control, without adverse impact on the company’s business activities, in line with the interests of the company and without damaging the company and all shareholders, Especially the interests of minority shareholders. The decision-making procedure of this matter is legal and compliant. The board of directors of the company has formulated practical and effective internal control measures and systems, and the safety of funds can be guaranteed. It is agreed that the company will continue to use idle self owned funds for investment and financial management.
6、 Review opinions of the board of supervisors
After verification, the board of supervisors believes that the company is in good operating condition, with good financial condition and cash flow, gradual improvement of internal control system and abundant self owned funds. On the premise of ensuring liquidity and capital safety, continuing to use self owned funds for investment and financial management is conducive to improving the use efficiency of the company’s self owned funds, increasing the income of the company’s self owned funds, and will not affect the normal production and operation of the company, In line with the interests of the company and all shareholders. And the relevant procedures comply with the provisions of relevant laws and regulations. It is agreed that the company will continue to use its own funds for investment and financial management. 7、 Other
According to the relevant provisions of the memorandum on information disclosure business of SME board No. 30: venture capital of Shenzhen Stock Exchange, this matter needs to be submitted to the general meeting of shareholders of the company for deliberation and voting, and the general meeting of shareholders shall authorize the chairman of the company to be responsible for the approval and risk control of the above-mentioned investment and financial management quota, scope and other related matters.
The company promises that it will not use idle raised funds to temporarily supplement working capital, change the investment direction of raised funds to permanently supplement working capital, and permanently use the over raised funds to supplement working capital or repay bank loans within 12 months after the investment and wealth management.
8、 Documents for future reference
1. Haining China Leather Market Co.Ltd(002344) the resolution of the 10th meeting of the 5th board of directors;
2. Haining China Leather Market Co.Ltd(002344) the resolution of the 10th meeting of the 5th board of supervisors;
3. Haining China Leather Market Co.Ltd(002344) independent directors’ independent opinions on relevant matters of the company. It is hereby announced.
Haining China Leather Market Co.Ltd(002344) board of directors
April 16, 2022
