Securities code: Shandong Denghai Seeds Co.Ltd(002041) securities abbreviation: Shandong Denghai Seeds Co.Ltd(002041) Announcement No.: 2022008 about investment with self owned idle funds
Announcement on low risk financial products of financial institutions
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.
Important content tips:
1. Type of investment: Shandong Denghai Seeds Co.Ltd(002041) (hereinafter referred to as “the company”) will strictly control risks and strictly evaluate financial products in accordance with relevant regulations. The company plans to purchase financial products with high security, good liquidity, low risk and relatively fixed income through banks, securities and other financial institutions.
2. Investment amount: no more than 3.2 billion yuan at any time within the specified period, including 2.6 billion yuan for the parent company, 400 million yuan for the holding subsidiary Shandong Denghai pioneer Seed Industry Co., Ltd. (hereinafter referred to as “Denghai pioneer”), and 200 million yuan for other subsidiaries except Denghai pioneer.
3. Special risk warning: Although the investment product belongs to the investment variety with low risk, 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 in a timely and appropriate amount according to the economic situation and changes in the financial market. Therefore, the actual income of short-term investment is unpredictable. Please pay attention to investment risks.
1、 Overview of investment
(I) investment purpose: in order to improve the use efficiency and income of funds, improve the rate of return on assets and make rational use of idle funds, under the condition of ensuring the company’s daily operation, R & D, production and construction capital demand and controllable risk, the company makes rational use of its own temporary idle funds to invest in short-term (investment period within one year, excluding one year) financial products of low-risk financial institutions, so as to obtain more returns for the company and shareholders.
(II) investment amount: the company plans to use its own temporary idle funds of no more than 3.2 billion yuan for short-term (investment period within one year, excluding one year) investment in financial products of low-risk financial institutions. The fund can be recycled within 36 months from the date of deliberation and approval by the general meeting of shareholders. Including: 2.6 billion yuan for the parent company, 400 million yuan for Denghai pioneer and 200 million yuan for other subsidiaries except Denghai pioneer.
(III) investment method: the company uses its own temporary idle funds to invest in only short-term (investment period within one year, excluding one year) financial products of financial institutions. The risk is low, the income is significantly higher than the bank deposit interest rate in the same period, and the risk is controllable.
(IV) investment term: valid within 36 months from the date of deliberation and approval by the general meeting of shareholders. (V) source of funds: under the condition of ensuring the funds required for the normal operation and development of the parent company, Denghai pioneer and other subsidiaries other than Denghai pioneer, the source of funds for the above investment proposed by the parent company, Denghai pioneer and other subsidiaries other than Denghai pioneer is its own temporary idle funds. The source of funds is legal and compliant, and the raised funds and bank credit funds are not used for direct or indirect investment.
2、 Review procedure
On April 17, 2022, the 18th meeting of the 7th board of directors and the 15th meeting of the 7th board of supervisors held by the company deliberated and adopted the proposal on using its own idle funds to invest in low-risk financial products of financial institutions. Independent directors and the board of supervisors expressed their opinions on this. The proposal does not involve related party transactions. According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the articles of association, the entrusted financial management matters shall be submitted to the general meeting of shareholders of the company for deliberation after being deliberated and approved by the board of directors.
3、 Investment risk analysis and risk control measures
(I) investment risk
1. The price of investment varieties fluctuates due to various factors such as economic factors, political factors, investment psychology and trading system, resulting in the change of income level and market risk. 2. 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.
3. Operational risks of relevant staff.
(II) in view of investment risks, the above investment companies plan to take the following control measures
1. The board of directors authorizes the chairman of the company to exercise the investment decision-making power and sign relevant contracts, and the chief financial officer of the company is responsible for organizing the implementation. The Finance Department of the company will timely analyze and track the investment direction of financial products and the progress of the project. If the evaluation finds that there are risk factors that may affect the safety of the company’s funds, it will take corresponding measures in time to control the investment risk.
2. The use and custody of low-risk investment and wealth management funds shall be supervised by the audit department on a daily basis, and the use of funds shall be audited and verified from time to time.
3. Independent directors shall inspect the use of low-risk investment and financial management funds. On the basis of the verification of the Audit Department of the company, the independent directors mainly focus on the verification of the audit committee of the board of directors. At the same time, independent directors shall express relevant independent opinions in their periodic reports.
4. The board of supervisors of the company shall supervise and inspect the use of low-risk investment and financial management funds.
5. The company will disclose the company’s investment in short-term (investment period within one year, excluding one year) financial products of low-risk financial institutions in accordance with the relevant provisions of Shenzhen Stock Exchange.
4、 Impact on the company
(I) the company adheres to the principle of “standardized operation, risk prevention, prudent investment and income improvement”. On the premise of ensuring the company’s daily operation, development capital demand and capital safety, the company will appropriately carry out short-term low-risk investment and wealth management business with its own temporarily idle funds, which will not affect the normal development of the company’s main business.
(II) through moderate low-risk short-term financial management, we can obtain certain investment benefits, further improve the overall performance level of the company and seek more investment returns for the shareholders of the company.
5、 Opinions of the board of supervisors
The board of supervisors believes that on the premise of ensuring the capital and capital security required for the normal operation and development of the company, using some temporarily idle funds and choosing the opportunity to invest in short-term financial management varieties of financial institutions with high safety and liquidity will help to improve the efficiency of capital use, increase the company’s investment income and improve the return on assets. The investment decision has fulfilled the necessary examination and approval procedures, complies with the provisions of the articles of association and relevant systems, and does not damage the interests of the company and all shareholders, especially small and medium-sized shareholders.
The board of supervisors agreed that the company should use no more than 3.2 billion yuan [including 2.6 billion yuan of the parent company, 400 million yuan of Shandong Denghai pioneer Seed Industry Co., Ltd. (hereinafter referred to as “Denghai pioneer”) and 200 million yuan of other subsidiaries except Denghai pioneer] to invest its own temporary idle funds in low-risk financial products of short-term financial institutions. The 3.2 billion yuan financial management limit can be used on a rolling basis, and the investment period is effective within 36 months from the date of the adoption of the proposal by the general meeting of shareholders, And authorize the company’s management to implement relevant matters.
6、 Opinions of independent directors
The independent directors believe that under the premise of complying with national laws and regulations and ensuring the safety of investment funds, and under the condition of ensuring the funds required for the normal operation and development of the company and its subsidiaries, the company will use some idle funds and choose the opportunity to invest in short-term financial products with high safety and liquidity, which will help to improve the efficiency of capital use, increase the company’s investment income and improve the return on assets, without damaging the company and all shareholders, Especially the interests of minority shareholders. The decision-making and deliberation procedures of this matter comply with the provisions of relevant laws, regulations and the articles of association. In conclusion, we agree that the company can use its own idle funds with a maximum amount of no more than 3.2 billion yuan to invest in financial products of low-risk financial institutions. Within the above amount, the funds can be used on a rolling basis.
7、 Documents for future reference
(I) resolutions of the 18th meeting of the 7th board of directors of the company;
(II) resolutions of the 15th meeting of the 7th board of supervisors of the company;
(III) opinions of independent directors of the company.
It is hereby announced.
Shandong Denghai Seeds Co.Ltd(002041)
Board of directors
April 19, 2022
