Securities code: 300048 securities abbreviation: Hiconics Eco-Energy Technology Co.Ltd(300048) No.: 2022 － 002
Hiconics Eco-Energy Technology Co.Ltd(300048)
Announcement on the forecast of daily connected transactions in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records
Misleading statements or material omissions.
1、 Basic information of daily connected transactions
1. Overview of daily connected transactions
To meet Hiconics Eco-Energy Technology Co.Ltd(300048) (hereinafter referred to as ” Hiconics Eco-Energy Technology Co.Ltd(300048) ” or “the company”)
To meet the needs of normal production and operation, the company shall report to the affiliated legal person Midea Group Co.Ltd(000333) (hereinafter referred to as “the United States”)
The group “) and its subsidiaries conduct daily related party transactions, and the amount of related party transactions is expected to be no more than 25000
Ten thousand yuan.
On January 11, 2022, the company held the 17th meeting of the 5th board of directors and deliberated and adopted the
Proposal on confirmation of daily connected transactions in 2021 and prediction of daily connected transactions in 2022, Fu Yongjun
Mr. Sheng, Mr. Zhao Dongye and Mr. Cao Zhijie, as affiliated directors, avoided voting on this proposal. The independent directors
Related party transactions have expressed prior approval opinions and agreed independent opinions. According to Shenzhen Stock Exchange Entrepreneurship
According to the relevant provisions of the board’s stock listing rules and the articles of association, the daily connected transactions in 2022 are expected
The proposal still needs to be submitted to the general meeting of shareholders for deliberation, and the related shareholder Guangdong Midea HVAC Equipment Co., Ltd. will withdraw the form
No.
2. Category and amount of estimated daily related party transactions
The company has estimated the daily connected transactions in 2022, as follows:
Related party transaction related party transaction content pricing principle signing amount or estimated amount of last year’s amount (ten thousand) amount (ten thousand) amount (ten thousand)
Share Midea Group Co.Ltd(000333) to Midea Group Co.Ltd(000333) Co., Ltd. of related parties at the market price
Purchase of raw materials Co., Ltd. and its subsidiaries fair price of raw materials and its subsidiaries raw materials and daily business of the company
Products required for operation
Share Midea Group Co.Ltd(000333) to Midea Group Co.Ltd(000333) Co., Ltd. of related parties at the market price
Fair pricing of sales shares of the company and its subsidiaries
Products, commodities and their subsidiaries’ frequency converters and other products, and provide 20000 563.47 EPC and EMC project construction
Operation and other services
3. Actual occurrence of daily related party transactions in the previous year
Related party transactions with related parties actual amount expected amount actual amount actual amount disclosure date
Trade category amount (ten thousand) amount (ten thousand) accounts for the same amount and the estimated amount
Business proportion amount variance
（%） （%）
Related Midea’s Midea Group Co.Ltd(000333) shares
And Purchasing Group Co., Ltd
Procurement of raw materials Co., Ltd. and its subsidiaries 508.85 5000 100% 89.82%
Company and its silicon steel, etc
Subsidiaries April 2021
To related Midea Jixiang Midea Group Co.Ltd(000333) shares on January 20, Gongren Sales Group Co., Ltd. and its company in spring tide products Company Limited and its subsidiaries sell information network Phi products, frequency converters and other products 563.47 4000 0.56% 85.91% disclosure announcement subsidiaries and provide EPC
EMC project construction Announcement on entrustment Midea Group Co.Ltd(000333) of guanmeidiji for expected related party transactions of daily operation and other services in 2021 (report no. of Gonglian people’s Marketing Group Co., Ltd.: Sales of products, sales of 0 1000 100% 2021-024 by the company and its subsidiaries) commodity department and its sales of frequency converters, etc
Subsidiary products
Accept Guan Mei’s collection Midea Group Co.Ltd(000333)
United Nations Human Resources Commission Co., Ltd. 0 2000 100%
Entrusted to sell for limited company and its subsidiaries
Sales company and its servo system
Products, commercial subsidiaries, motors, etc
Pinpin
During the daily operation of the company, the board of directors of the company shall timely adjust the production situation according to the actual market demand and changes, and explain the procurement and sales strategies, channels, etc. if there are significant differences between the production situation and the forecast. At the same time, in view of the sustainability of daily transactions, the settlement is mainly based on the actual amount, Therefore, there is some uncertainty in the estimated data.
The independent directors of the company shall follow the principle of equality, voluntariness, equivalence and compensation with great difference between the occurrence and the expectation for the daily connected transactions between the company and the connected persons, and take the market price as the pricing basis on the basis of fairness and mutual benefit. It is clear that the parties to the connected transactions shall strictly implement the relevant agreements. There is a certain difference between the amount of related party transactions and the estimated amount in 2021, which is mainly due to the company’s appropriate adjustment according to market changes. It is reasonable, does not damage the interests of the company and shareholders, and will not affect the company’s current and future financial status It has a significant impact on the operating results and will not affect the independence of the company.
2、 Related person introduction and relationship
1、 Midea Group Co.Ltd(000333)
(1) Basic information
Unified social credit Code: 91440606722473344c
Address: Midea headquarters building, No. 6, Midea Avenue, Beijiao Town, Shunde District, Foshan City, Guangdong Province
Legal representative: Fang Hongbo
Registered capital: 7.04 billion
Business scope: production and operation of household appliances, motors and their parts; Central air conditioning, heating equipment, ventilation
R & D, manufacturing, sales, installation, maintenance and after-sales service of wind equipment, heat pump equipment, lighting equipment, gas equipment, compressor and related general equipment, special equipment, household air conditioning equipment and their parts; Engaged in home
Import, export, wholesale and processing business of electrical appliances, raw materials and spare parts of household appliances (no shops, not involving state-owned enterprises)
Trade management commodities, involving commodities under quota and license management, shall be handled in accordance with national regulations); Information technology services;
Provide investment consulting and management services for enterprises; Computer software and hardware development; Installation and maintenance of household appliances
Repair and after-sales service; Industrial product design; hotel management; Advertising agency; estate management; Research, development, sales and promotion of engineering and technology required by the enterprise; Investment in the financial sector. (projects involving administrative license shall be operated with valid license or approval certificate)
By the third quarter of 2021, Midea Group Co.Ltd(000333) had total assets of 376.3 billion and net assets of 128.3 billion. The company realized an operating revenue of 262.9 billion yuan and a net profit of 23.69 billion yuan. The above financial data have not been audited. (2) Relationship with the company
Guangdong Midea HVAC Equipment Co., Ltd., the controlling shareholder of the company, is a holding subsidiary of Midea Group Co.Ltd(000333) and Midea Group Co.Ltd(000333) is the indirect controlling shareholder of the company.
(3) Performance capability analysis
The affiliated company Midea Group Co.Ltd(000333) and its subsidiaries are operating according to law and have relevant payment and performance capacity, and there is no major uncertainty about their performance capacity.
3、 Main contents of related party transactions
1. Main contents of daily connected transactions
This related party transaction belongs to the scope of daily business cooperation, mainly including purchasing raw materials from related parties, selling products to related parties, providing EPC, EMC project construction, operation and other services to related parties, which are required for the normal production and operation of the company.
2. Pricing principles of daily connected transactions
The related party transactions between the company and the above related parties shall follow the principles of equality, voluntariness, mutual benefit, fairness and fairness, the transaction price shall be determined through consultation with reference to the market price, follow the principle of fair and reasonable pricing, and settle in accordance with the agreement.
3. Signing of related party transaction agreement
The related party transaction agreement shall be signed by both parties within the expected amount according to the actual situation. The board of directors requests the general meeting of shareholders to authorize the board of directors and the management of the company to connect specific plans with related parties according to market conditions, and authorize the management of the company to sign relevant documents within the scope of daily related party transactions in 2022, which is valid for 12 months from the date of adoption by the general meeting of shareholders.
4、 Purpose and impact of related party transactions on the company
This related party transaction belongs to the scope of daily business cooperation, mainly including purchasing raw materials from related parties, selling products to related parties, providing EPC, EMC project construction, operation and other services to related parties, which are required for the normal production and operation of the company. The transaction price follows the principles of equality, voluntariness, mutual benefit, fairness and fairness, There is no situation that damages the interests of the company and its shareholders. It is expected that in the future production and operation, the above daily related party transactions will continue, the transactions will not affect the independence of the company, and the company’s main business will not rely on the above related parties due to such transactions.
5、 Prior approval opinions of independent directors
The independent directors of the company carefully reviewed the proposal on confirmation of daily connected transactions in 2021 and prediction of daily connected transactions in 2022 submitted by the company, understood the background of this connected transaction, and considered that the daily connected transactions between the company and related parties belong to normal production and operation business and meet the actual needs of the company’s operation and development, There is a certain difference between 2021 and the estimated amount, which is mainly due to the company’s appropriate adjustment according to market changes. It is reasonable, does not damage the interests of the company and shareholders, and will not have a significant impact on the company’s current and future financial status and operating results. Therefore, it is agreed to submit the proposal on confirmation of daily connected transactions in 2021 and prediction of daily connected transactions in 2022 to the board of directors of the company for deliberation.
6、 Independent opinions of independent directors
There is a certain difference between the company’s related party transactions and the estimated amount in 2021, mainly because the company changes according to the market
