Proposal on Authorizing the company and its subordinate holding companies to use their own funds idle at different stages for entrusted financial management
Securities code: Modern Avenue Group Co.Ltd(002656) securities abbreviation: Modern Avenue Group Co.Ltd(002656) Announcement No.: 2022035 Modern Avenue Group Co.Ltd(002656)
Announcement on Authorizing the company and its subordinate holding companies to use phased idle self owned funds for entrusted financial management
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions in the announcement.
On April 26, 2022, the 10th meeting of the 5th board of directors of Modern Avenue Group Co.Ltd(002656) (hereinafter referred to as "the company") deliberated and adopted the proposal on Authorizing the company and its holding companies to use their own funds that are idle at different stages for entrusted financial management. In order to make full use of the company's own funds temporarily idle, improve the use efficiency of funds and increase the income of the company's cash assets, and use the company's own funds temporarily idle to purchase financial products with high security, good liquidity and low risk, with a maximum amount of no more than 1 billion yuan, on the premise of ensuring the safety of funds, the legal and compliance of operations and ensuring that the daily operation will not be affected. Within the above limit, the funds can be recycled and used on a rolling basis. The authorization period is from the date of deliberation and approval of the 2021 annual general meeting to the date of holding the 2022 annual general meeting. Within the limit, the management of the company and its subordinate holding companies are authorized to make decisions and sign relevant contracts. 1、 Basic information of entrusted financial management
(I) investment purpose
Under the condition of ensuring the safety of funds and not affecting the normal operation of the company, the company uses its own funds temporarily idle for entrusted financial management (excluding venture capital) within the scope of authorization, so as to improve the use efficiency of its own idle funds and increase the income of the company's cash assets.
(II) investment quota
The maximum amount shall not exceed RMB 1 billion, which can be recycled and rolled within 12 months from the date of deliberation and approval of the company's annual general meeting in 2021, and the total amount of entrusted financial management at any time point shall not exceed RMB 1 billion. The amount of financial products actually purchased will be increased or decreased according to the actual situation of the company's funds.
(III) source of funds
Proposal on Authorizing the company and its subordinate holding companies to use their own funds idle at different stages for entrusted financial management
Self owned funds temporarily idle by the company or its subordinate holding company.
(IV) investment products
The company uses its own funds temporarily idle in stages to purchase financial products with high safety and good liquidity (including treasury bonds, bank financial products with breakeven agreement, etc.) for entrusted financial management. It is not used for financial products with stocks, interest rates, exchange rates and their derivatives as investment targets, securities investment funds, and entrusted financial products and other securities related investments for the purpose of securities investment.
The above investment varieties do not involve the relevant provisions on venture capital in the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, and do not involve the investment varieties in secondary markets such as securities repurchase and stocks. The risk is low and the income is higher than the bank deposit interest rate in the same period. It is a financial management means for the company to improve the efficiency of capital use under the premise of controllable risk. (V) investment period
From the date of deliberation and approval at the 2021 annual general meeting to the date of holding the 2022 annual general meeting. (VI) decision making procedure
According to the provisions of the current articles of association, this matter needs to be submitted to the general meeting of shareholders for deliberation.
(VII) information disclosure
The company will perform the obligation of information disclosure on the follow-up progress of entrusted financial management according to relevant regulations, including the amount, term and income of the financial products purchased this time.
2、 Investment risk analysis and risk control measures
(I) investment risk
1. Although breakeven short-term financial products belong to low-risk investment varieties, the financial market is greatly affected by the macro-economy, and it is not ruled out that the investment is affected by market fluctuations.
2. The company will intervene timely and appropriately according to the economic situation and changes in the financial market, and the design of interest date of many financial products is complex. Therefore, there is a risk that the expected return of short-term investment is not completely equal to the actual return. 3. Operational risk and moral hazard of relevant staff.
(II) risk control measures
In view of investment risks, the above investment shall be carried out in strict accordance with the company's entrusted financial management system. The proposed measures are as follows:
1. The board of directors authorizes the company's management to exercise the investment decision-making power and sign relevant contracts, and the company's finance is responsible
Proposal on Authorizing the company and its subordinate holding companies to use their own funds idle at different stages for entrusted financial management
The person in charge is responsible for organizing the implementation. The financial department of the company shall timely analyze and track the investment direction of financial products and project progress, such as
If the assessment finds that there are risk factors that may affect the safety of the company's funds, corresponding measures will be taken in time to control the investment
Risk.
2. The Audit Department of the company shall conduct daily supervision on the entrusted financial management, regularly audit and verify the progress, profit and loss, risk control and fund use of the entrusted financial management, and pay regular attention to the entrusted financial management
To ensure that the financial management funds are recovered when due.
3. Independent directors shall inspect the entrusted financial management. On the basis of the verification of the Audit Department of the company, the independent directors mainly focus on the verification opinions of the audit committee of the board of directors. At the same time, the independent directors are responsible for the entrusted financial management submitted to the board of directors for deliberation
Express independent opinions on the matter.
4. The board of supervisors of the company has the right to regularly or irregularly inspect the entrusted financial management of the company.
5. The company will disclose the entrusted financial management and related information during the reporting period in the periodic report in accordance with the relevant provisions of Shenzhen Stock Exchange
The profit and loss of the company shall be.
3、 Impact on the company
Under the condition of reasonable calculation and arrangement of capital revenue and expenditure, the company will carry out cash flow according to the company's cash flow
The entrusted financial management business with its own funds will be implemented on the premise of ensuring the daily operation and capital safety of the company
It will not affect the normal needs of the company's daily capital turnover and the normal development of the company's main business. This entrustment
Financial management will improve the efficiency of capital use, obtain certain investment benefits and seek more investment returns for the company's shareholders
Newspaper.
4、 Entrusted financial management using idle self owned funds in the first 12 months
Unit: Yuan
Bank Name: 12 months before the opening financial management principal balance, 12 months before the purchase, 12 months before the redemption, 12 months before the closing financial management principal balance (April 16, 2021) total financial principal amount (April 26, 2022) financial income
Huaxing bank 200000 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 000 Ping An Bank Co.Ltd(000001) 20000 Ping An Bank Co.Ltd(000001) 20000 China Vanke Co.Ltd(000002) 69858904
Meizhou Merchants Bank - 4000000000 - 4000000000-
Total 200000 China High-Speed Railway Technology Co.Ltd(000008) 0000 Ping An Bank Co.Ltd(000001) 20000 Ping An Bank Co.Ltd(000001) 6000 China Vanke Co.Ltd(000002) 69858904
5、 Opinions of independent directors
At present, the company's operation is normal and its financial situation is stable. It is in the condition of ensuring the capital demand for normal production and operation
The company and its holding subsidiaries use some idle self owned funds for investment and financial management, which is conducive to improving the use of funds
Efficiency, increase the company's investment income and create more return on investment for the company and shareholders.
Will not affect the company's production
Proposal on Authorizing the company and its subordinate holding companies to use their own funds idle at different stages for entrusted financial management
Creating adverse effects is in line with the interests of the company and does not harm the interests of the company and all shareholders, especially minority shareholders.
The investment and financial management approval procedures comply with relevant regulations. We agree that the company will use its own funds that are idle in stages for investment and financial management, and agree to submit the proposal to the general meeting of shareholders for deliberation.
6、 Opinions of the board of supervisors
The board of supervisors of the company believes that the implementation of this proposal will help the company and its subsidiaries improve the use efficiency of their own idle funds and create a better return on investment for the company and shareholders.
7、 Documents for future reference
1. Modern Avenue Group Co.Ltd(002656) the resolution of the 10th meeting of the 5th board of directors;
2. Modern Avenue Group Co.Ltd(002656) the resolution of the 6th meeting of the 5th board of supervisors;
3. Modern Avenue Group Co.Ltd(002656) independent directors' independent opinions on relevant matters of the 10th meeting of the 5th board of directors of the company.
It is hereby announced.
Modern Avenue Group Co.Ltd(002656) board of directors April 27, 2022
