Securities code: Keeson Technology Corporation Limited(603610) securities abbreviation: Keeson Technology Corporation Limited(603610) Announcement No.: 2022010 Keeson Technology Corporation Limited(603610)
Announcement on the amount of cash management using idle raised funds in 2022
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
● entrusted financial trustee: banks and other financial institutions.
● amount of entrusted financial management: under the condition of not affecting the normal operation of the company, the amount used by the company shall not exceed RMB 800 million.
● types of entrusted financial products: financial products with low risk and good liquidity, including certificates of deposit, structured deposits, low and medium risk bank financial products, low and medium risk cash management plans, asset management plans, etc.
● term of entrusted financial management: the service life starts from the date of deliberation and approval of the company's 2021 annual general meeting of shareholders to the date of holding the 2022 annual general meeting of shareholders.
● review procedures to be performed: Keeson Technology Corporation Limited(603610) (hereinafter referred to as "the company") held the 23rd Meeting of the second board of directors and the 13th meeting of the second board of supervisors on April 15, 2022, and deliberated and adopted the proposal on the company's use of idle raised funds for cash management. The matter still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
1、 Overview of entrusted financial management
(I) purpose of entrusted financial management
In order to improve the use efficiency of funds, the company reasonably uses the idle raised funds for cash management and increases the income of the company's cash assets on the premise of ensuring the funds required for the company's daily operation and the safety of funds.
(II) source of funds
The funds used by the company for cash management are idle funds raised by the company.
(III) investment varieties
National financial institutions such as banks have high security, good liquidity and a term of 12 months (inclusive)
Financial products within, including certificates of deposit, structured deposits, low and medium risk bank financial products, and low and medium risk bank financial products
Risk cash management plan, asset management plan, etc. It does not involve venture capital such as securities investment.
(IV) the company's internal control over risks related to entrusted financial management
1. The management and financial principal of the company shall timely understand and analyze the normal capital flow demand of the company
And track the necessity and feasibility of financial product investment.
2. The independent directors and the board of supervisors of the company have the right to supervise and inspect the use of the above funds, if necessary
Professional institutions can be hired to conduct audit.
3. During the duration of the purchased financial products, the company will maintain close contact with the entrusted financial trustee,
Track the operation of financial funds, strengthen risk control and supervision, and find out the risk that may affect the safety of funds
In case of risk factors, corresponding preservation measures will be taken in time to control safety risks.
4. The company will timely perform the obligation of information disclosure in accordance with the relevant provisions of Shanghai Stock Exchange.
2、 Information of entrusted financial management trustee
(I) basic information of the trustee
Whether the major shareholders of the registered capital and the actual shareholders are the legal representative of the time of establishment of the name of this transaction, and the main business
(10000 yuan) the controller is easy to set up
RMB business; Absorb the public
Deposits; Main shareholders of Jiaxing: short-term and medium-term
Jiaxing bank shares 1421385000 and long-term loans; Handle urban investment and development in China
Lin bin, 199809-09 settlement of the company; Handle bill discount; Group Limited, no
There is no actual controller of banks issuing financial bonds of RMB 10000
business
(II) recent major financial indicators of the trustee
Unit: RMB 100 million
Jiaxing Bank Co., Ltd. June 30, 2021 / January June 2021 / December 31, 2020 / year 2020
Total assets 111095104673
Total liabilities 104098 984.41
Operating income 14.05 25.46
Net profit 11.19 6.41
(III) there is no connection between Jiaxing Bank Co., Ltd. and its controlling shareholder and actual controller
Department.
(IV) due diligence of the board of directors
The board of directors of the company has reviewed the basic information, credit status and transaction performance ability of the trustee
Necessary due diligence.
3、 Impact on the company
As of December 31, 2021, the company has no large liability ratio of 79.79%
Purchase of large financial products at the same time. The main financial information of the company in recent years is as follows:
Unit: RMB
December 31, 2021 / 2021 December 31, 2020 / 2020
Total assets 450954160153361237121380
Total liabilities 12983261619465210974225
Net assets 321121543959296026147155
Net cash flow from operating activities 148554898715292016191
4、 Risk tips
1. Although breakeven financial products belong to low-risk investment varieties, the financial market is affected by the macro economy
If the investment is relatively large, it cannot be ruled out that the investment is affected by market fluctuations.
2. The company will timely and appropriately intervene according to the economic situation and changes in the financial market, so the investment is very important
The actual income is unpredictable.
5、 Implementation of decisions and opinions of independent directors and board of supervisors
(I) implementation of decision-making procedures
Keeson Technology Corporation Limited(603610) (hereinafter referred to as "the company") held the 23rd Meeting of the second board of directors and the 13th meeting of the second board of supervisors on April 14, 2022, and deliberated and adopted the proposal on the company's use of idle raised funds for cash management. The matter still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(II) opinions of independent directors
The independent directors believe that the use of idle raised funds for cash management this time complies with the relevant provisions of the measures for the administration of raised funds of listed companies of Shanghai Stock Exchange and the regulatory guidelines for listed companies No. 2 - regulatory requirements for the management and use of raised funds of listed companies. On the premise of ensuring the safety of funds, the maximum amount of idle raised funds used by the company shall not exceed (including) 800 million yuan, and the idle raised funds shall be invested in high safety Good liquidity and principal guaranteed financial products, structured deposits or time deposits are conducive to improving the cash management income of idle raised funds. The temporarily idle raised funds used by the company do not conflict with the investment plan of raised funds, nor do they change the use purpose of raised funds in a disguised manner and damage the interests of shareholders of the company. We agree to use the idle raised funds for cash management this time.
(III) opinions of the board of supervisors
The supervisor believes that the amount of idle raised funds for cash management by the company is 800 million yuan. Investing in financial products with high safety and good liquidity is conducive to improving the management income of cash, obtaining certain investment benefits, further improving the overall performance level of the company and seeking more investment returns for the shareholders of the company. The approval procedures for the amount of cash management of the idle raised funds comply with the provisions of relevant laws, regulations and normative documents, and there is no situation that damages the interests of the company and all shareholders. Therefore, the board of supervisors agreed that the company and its subsidiaries use idle raised funds of no more than 800 million yuan for cash management.
6、 As of the date of this announcement, the company has used idle raised funds for entrusted financial management in the past 12 months
condition
Unit: RMB 10000
Unrecovered serial number financial product type actual investment amount actual principal actual income
Principal amount
1. Principal Guaranteed structured deposit 40 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 000000 980.30-
Total 980304 Tunghsu Azure Renewable Energy Co.Ltd(000040) 000-
The maximum daily investment amount in the last 12 months is 2000000
Maximum daily investment amount in the last 12 months / net assets of the last year (%) 6.23
Cumulative income from entrusted financial management in the last 12 months / net profit of the last year (%) 2.77
Currently, the used financial limit is 0.00
Unused financial limit Shanghai Pudong Development Bank Co.Ltd(600000) 0
Total financial limit Shanghai Pudong Development Bank Co.Ltd(600000) 0
7、 Documents for future reference
1. Keeson Technology Corporation Limited(603610) resolutions of the 23rd Meeting of the second board of directors;
2. Keeson Technology Corporation Limited(603610) the resolution of the 13th meeting of the second board of supervisors;
3. Keeson Technology Corporation Limited(603610) independent directors' independent opinions on matters related to the 23rd Meeting of the second board of directors
See you.
It is hereby announced.
Keeson Technology Corporation Limited(603610) board of directors
