Securities code: Fujian Sunner Development Co.Ltd(002299) securities abbreviation: Fujian Sunner Development Co.Ltd(002299) Announcement No.: 2022021 Fujian Sunner Development Co.Ltd(002299)
Announcement on using idle self owned funds for securities investment and derivatives trading
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. Types of investment: including products such as placement or subscription of new shares, bond investment, forward, futures, swaps (swaps) and options, or financial instruments with mixed characteristics of the above products, as well as other investment activities recognized by Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”).
2. Investment amount: the fund balance used for securities investment at any time point shall not exceed 50 million yuan (including 50 million yuan). The management of the company is authorized to freely distribute among investment products within the scope of this quota according to the business needs of the company and its subsidiaries, and can be recycled and used by the company and its subsidiaries.
3. Special risk tips: the investment has no guarantee of principal or income, and there are market risks, liquidity risks, operational risks, etc. in the investment process. Please pay attention to the investment risks.
Fujian Sunner Development Co.Ltd(002299) (hereinafter referred to as “the company”) held the 7th Meeting of the 6th board of directors on April 20, 2022, deliberated and adopted the proposal on securities investment and derivatives trading with idle own funds, and agreed that the company and its subsidiaries should ensure the capital needs of daily production and operation, Under the premise of effective risk control, use its own funds of no more than RMB 50 million for securities investment and derivatives trading. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation. The relevant matters are hereby announced as follows: I. overview of investment
1. Investment purpose
The company plans to make rational use of its own funds to carry out securities investment, financial derivatives trading and other investment behaviors recognized by Shenzhen stock exchange according to its own development, on the premise of ensuring the stability of daily production and operation and effectively controlling risks, so as to maximize the income of the company and shareholders.
2. Investment amount
The fund balance used for securities investment and derivatives trading at any time point shall not exceed 50 million yuan (including 50 million yuan). The management of the company is authorized to freely distribute among investment products within the scope of this quota according to the business needs of the company and its subsidiaries, and can be recycled and used jointly by the company and its subsidiaries.
3. Investment mode
Use the company’s independent proprietary account for investment, and the investment scope includes new share placement or subscription, bond investment, forward, futures, swaps (swaps), options and other products or financial instruments with the characteristics of the above products, as well as other investment banks recognized by Shenzhen Stock Exchange.
4. Investment period
It can be recycled within the above limit and is valid from the date of deliberation and approval by the general meeting of shareholders to the date of convening the general meeting of shareholders of the next year.
5. Source of funds
The funds used in this securities investment and derivatives transaction are the idle self owned funds of the company. The use of such funds will not cause capital pressure on the company, nor will it affect the normal operation and investment of the company; It does not involve raising funds.
2、 Review procedure
The company held the 7th Meeting of the 6th board of directors on April 20, 2022. The meeting deliberated and adopted the proposal on securities investment and derivatives trading with idle own funds, which needs to be submitted to the general meeting of shareholders for deliberation.
The use of self owned funds to carry out securities investment and derivatives transactions does not involve related party transactions.
3、 Investment risk analysis and risk control measures
(I) investment risk
1. Market risk and credit risk
When the company conducts securities investment and derivatives trading, it will be affected by international and Chinese economic policies and economic situation, exchange rate and interest rate fluctuations and other factors, with certain market risk and credit risk. The company will timely and appropriately intervene according to the economic situation and the changes in the securities market and derivatives market.
2. Liquidity risk
The redemption and sale of investment products and the realization of investment income are affected by the price factors of corresponding products and need to abide by the corresponding transaction settlement rules and agreements. Compared with monetary funds, there is a certain liquidity risk. 3. Operational risk
When conducting transactions, if the operators fail to conduct trading operations according to the specified procedures or fail to fully understand the information of investment products, operational risks will be brought.
(II) risk control measures
1. The company will strictly abide by the principle of prudent investment, invest within the limit approved by the general meeting of shareholders, issue operation instructions in strict accordance with the provisions of the company’s management system, and operate only after approval according to the provisions; Strictly abide by the principle of optimal matching between risk and return.
2. The company will strictly screen the counterparties, carry out securities investment and derivatives trading only with financial institutions with sound operation, good credit and qualified operation of financial derivatives trading business, and invite external professional investment and legal services institutions to provide consulting services and scientific and rigorous investment strategies and suggestions for the company when necessary.
3. The company has formulated Fujian Sunner Development Co.Ltd(002299) securities investment and derivatives trading management system and Fujian Sunner Development Co.Ltd(002299) foreign investment management system, which have detailed provisions on the principles, scope, authority, internal audit process, internal reporting procedures, supervision of fund use, responsible departments and responsible persons of the company’s securities investment and derivatives trading, so as to effectively prevent investment risks.
4. The independent directors and the board of supervisors have the right to supervise and inspect the derivative financial products purchased by the company, and can hire professional institutions to audit when necessary.
4、 Impact of investment on the company
The company adheres to the principle of prudent investment. On the premise of meeting the cash needs of the company’s daily operation, the company appropriately carries out securities investment and derivatives trading business with its own funds, which will not affect the normal development of the company’s main business, so as to reduce the rise of the company’s raw material purchase price and the impact of production cost volatility, and strive to maximize the income of the company and shareholders.
In accordance with the relevant provisions and guidelines of the Ministry of finance, such as accounting standards for Business Enterprises No. 22 – recognition and measurement of financial instruments, accounting standards for Business Enterprises No. 37 – presentation of financial instruments and accounting standards for Business Enterprises No. 39 – fair value measurement, the company conducts corresponding accounting and presentation of the securities investment and derivatives trading business to be carried out, and reflects the relevant items of the balance sheet and income statement.
5、 Opinions of the board of directors
The company’s securities investment and derivatives trading business this time complies with the relevant provisions of relevant laws, regulations and normative documents such as the stock 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, which is conducive to improving the efficiency of the company’s capital use, It is in the interests of the company and all shareholders to seek higher return on investment without affecting the development of the company’s daily business.
6、 Opinions of the board of supervisors
The company’s securities investment and derivatives trading business will not affect the normal development of the company’s main business, which is conducive to improving the company’s capital use efficiency, enriching the investment methods of its own funds, and seeking higher investment returns for the company and shareholders.
The company has formulated relevant management systems, and the targeted risk control measures are feasible. The company’s securities investment and derivatives trading business is in line with the interests of the company and does not damage the legitimate rights and interests of public shareholders.
7、 Opinions of independent directors
At present, the company’s operation is normal and its financial status and cash flow are good. On the premise of meeting the company’s daily cash needs, the company uses some idle self owned funds for securities investment and derivatives investment, which is conducive to reducing the risk to the company caused by the price fluctuation of bulk raw materials and improving the efficiency of the company’s capital use. The decision-making procedures for the company’s securities investment and derivatives trading business this time comply with the relevant provisions of relevant laws, regulations and normative documents, such as the stock 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, do not affect the development of the company’s daily business, and are in line with the interests of the company and all shareholders. Therefore, we agree that the company will carry out securities investment and derivatives trading within the approved limit.
8、 Documents for future reference
1. Resolutions of the 7th Meeting of the 6th board of directors of the company;
2. Resolutions of the sixth meeting of the sixth board of supervisors of the company;
3. Independent opinions of the company’s independent directors on matters related to the seventh meeting of the sixth board of directors.
It is hereby announced.
Fujian Sunner Development Co.Ltd(002299)
Board of directors
April 21, 2002