Securities code: Zhejiang Provincial New Energy Investment Group Co.Ltd(600032) securities abbreviation: Zhejiang Provincial New Energy Investment Group Co.Ltd(600032) Announcement No.: 2022030 Zhejiang Provincial New Energy Investment Group Co.Ltd(600032)
Announcement on the expected daily connected transaction limit 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:
Whether it needs to be submitted to the general meeting of shareholders for deliberation: Yes
Impact of daily related party transactions on Listed Companies: this daily related party transactions are required by the company’s normal production and operation, and are based on market prices and follow the principles of openness, fairness and impartiality. There is no damage to the interests of the company and its shareholders, which will not affect the independence of the company, and the company’s main business will not rely on related parties due to such transactions.
1、 Basic information of daily connected transactions
(I) review procedures for the performance of daily connected transactions
On April 19, 2022, Zhejiang Provincial New Energy Investment Group Co.Ltd(600032) (hereinafter referred to as “the company” or “the company”) held the 34th meeting of the first board of directors and the 31st meeting of the first board of supervisors, deliberated and adopted the proposal on supplementary confirmation of the implementation of daily connected transactions in 2021 and the expected daily connected transaction quota in 2022. The connected directors Zhou Haiping, Chen Dongbo, Luo Hongsheng and Zhou Yongsheng avoided voting.
This matter needs to be submitted to the general meeting of shareholders of the company for deliberation.
The independent directors reviewed the above-mentioned proposal in advance, agreed to submit the proposal to the board of directors for deliberation, and issued the following approval opinions in advance: the company’s expected related party transactions with related parties are normal business needs, and all related party transactions are carried out in accordance with fair pricing, without damaging the interests of the company and all shareholders, and will not affect the independence of the company. Therefore, we agree to submit the related party transaction to the board of directors of the company for deliberation.
The independent directors reviewed the proposal and expressed independent opinions as follows: the daily related party transactions between the company and related parties are the normal business of the company, which is conducive to the stable and sustainable development of the company’s business; The price of related party transactions is fair and the transaction method complies with market rules, which will not affect the independence of the company. The deliberation and voting procedures of the above proposals comply with the articles of association and the relevant provisions of Shanghai Stock Exchange; There is no situation that damages the rights and interests of all shareholders of the company, especially the rights and interests of minority shareholders.
We agree with the voting results of the 34th meeting of the first board of directors of the company and agree to submit them to the general meeting of shareholders for deliberation.
(II) estimated amount and category of daily connected transactions
Category of connected transactions and estimated amount of connected persons in 2022 (10000 yuan)
Zheneng group and its related parties 1000000
Purchase goods, accept labor services and other related parties 300000
Subtotal 1300000
Zheneng group and its related parties 800000
Selling goods, providing labor services and other related parties 300000
Subtotal 1100000
Zheneng group and its related parties 25000000
Purchased assets (EPC and other related parties) 3000000
(type items, equipment, etc.)
Subtotal 28000000
Zheneng group and its related parties 150.00
Operating lease (including leased asset fee and other related parties)-
Income from and leased out assets (plus)
Subtotal 150.00
Zheneng group and its related parties Shanghai Pudong Development Bank Co.Ltd(600000) 00
Finance lease (lease principal)
Other related parties-
Subtotal Shanghai Pudong Development Bank Co.Ltd(600000) 00
Zheneng group and its related parties 180 Shanghai Pudong Development Bank Co.Ltd(600000)
General borrowings and entrusted borrowings and other related parties-
Sub total 180 Shanghai Pudong Development Bank Co.Ltd(600000)
Zheneng group and its related parties 80000000
Deposit balance other related parties-
Subtotal 80000000
2、 Introduction and relationship of related parties
(I) introduction to related parties
The company’s main related parties are as follows: Company Name: Hu Zhongming, legal representative of Zhejiang Energy Group Co., Ltd
Date of establishment: March 21, 2001
The registered capital is 1000000 yuan
Shareholders constitute 90% of the state owned assets supervision and Administration Commission of Zhejiang Provincial People’s government and 10% of Zhejiang Financial Development Co., Ltd
Address: No. 152, Tianmushan Road, Hangzhou
Operate the state-owned assets and state-owned equity of the group company authorized by the state and its affiliated enterprises; Industrial investment and development; Technical consulting services, technical consulting services for coal transportation information, power production and supply, development and utilization of renewable energy, oil and gas operation management, engineering technology and services, sales of steel, non-ferrous metals, building materials, mechanical equipment, electrical business scope, cables and coal (without storage), international ship transportation (operating with license), China waterway transportation (operated with license), electrical machinery and equipment manufacturing, new energy equipment manufacturing, private equity investment, investment consulting and asset management.
(without the approval of financial and other regulatory authorities, it is not allowed to engage in financial services such as financing deposits from the public, financing guarantee and customer financing) (for projects that must be approved according to law, business activities can be carried out only with the approval of relevant departments)
Note: Zhejiang Energy Group Co., Ltd. is the controlling shareholder of the company. It meets the related relationship stipulated in article 6.3.3 (I) of the Listing Rules of Shanghai Stock Exchange and forms a related relationship with the company.
Main financial data: as of December 31, 2021, the total assets were 292050125700 yuan,
Net assets: 136365313500 yuan; In 2021, the operating revenue was 135694169300 yuan and the net profit was 2935029500 yuan. (the above data has not been audited) Company Name: he Yuanqi, legal representative of Zhejiang zheneng Guodian Shengsi offshore wind power generation Co., Ltd
Date of establishment: October 30, 2018
The registered capital is 137271 million yuan
Shareholder composition Zhejiang Provincial New Energy Investment Group Co.Ltd(600032) 50%, State Power Investment Group Zhejiang new energy Co., Ltd. 50%
Address: room 201-h, second floor, cultural center, No. 1, Jianshe West Road, Yangshan Town, Shengsi County, Zhoushan City, Zhejiang Province
Construction and operation of wind farm; Technology development, technical consultation, technology transfer and technical training of new energy such as wind power generation; New energy infrastructure construction; Business scope of new energy equipment: operation, maintenance, overhaul and commissioning; New energy project planning and management consulting services; House leasing, ship leasing and vehicle leasing; Electricity supply and sale services. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Note: the directors of Zhejiang zheneng Guodian Shengsi offshore wind power generation Co., Ltd. are the related natural persons of the company, which comply with the related relationship stipulated in article 6.3.3 (III) of the Listing Rules of Shanghai Stock Exchange and form a related relationship with the company.
Main financial data: as of December 31, 2021, the total assets were 65979362 million yuan and the net assets were 1275 million yuan; In 2021, the operating income is RMB 0.00 million and the net profit is RMB 0.00 million. (the above data has not been audited)
(II) analysis on performance capability of related parties
The related party transactions between the company and its subsidiaries and the above companies are required for normal production and operation. The above-mentioned companies are in good operation and financial condition and have the ability to perform the contract.
3、 Pricing policy and basis
All related party transactions between the company and the above related parties belong to normal business transactions. Pricing is based on the fair market price and follows the principles of fairness, openness and impartiality. There is no transfer of interests and damage to the interests of shareholders.
4、 Purpose of related party transactions and its impact on Listed Companies
The daily connected transactions of the company are required for the normal production and operation of the company, meet the development needs of the company, comply with the provisions of relevant laws, regulations and systems, and are based on the market price and follow the principles of openness, fairness and impartiality. There is no damage to the interests of the company and its shareholders and will not affect the independence of the company. V. documents for future reference (I) the resolution of the 34th meeting of the first board of directors; (II) resolutions of the 31st meeting of the first board of supervisors; (III) prior approval opinions of independent directors on matters related to the 34th meeting of the first board of directors; (IV) independent opinions of independent directors on relevant matters of the 34th meeting of the first board of directors. It is hereby announced.
Zhejiang Provincial New Energy Investment Group Co.Ltd(600032) board of directors April 19, 2022
