Securities code: 301083 securities abbreviation: Bisen Smart Access Co.Ltd(301083) Announcement No.: 2022-002 Bisen Smart Access Co.Ltd(301083)
Announcement on using some idle self owned funds for cash 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.
Bisen Smart Access Co.Ltd(301083) (hereinafter referred to as “the company”) in order to strengthen the management of idle self owned funds and improve the use efficiency and income level of funds, the company (including its holding subsidiaries) plans to use idle self owned funds of no more than RMB 150 million (inclusive) for cash management on the premise of ensuring the effective control of the company’s normal operation capital demand and risk. The details are announced as follows:
1、 Overview of cash management by using some idle self owned funds
1. Investor: the company (including holding subsidiaries).
2. Investment purpose: in order to improve the use efficiency of funds, it is proposed to use idle self owned funds of no more than 150 million yuan for cash management without affecting the normal operation of the company, so as to increase the investment income of the company. 3. Investment quota: according to the idle self owned funds, the total amount of cash management to be carried out shall not exceed 150 million yuan (including), and the funds can be recycled within the quota.
4. Investment varieties: financial products with high security, good liquidity and low risk shall not be directly or indirectly used for other securities investment, nor shall they purchase trust products with stocks, their derivatives and unsecured bonds as investment objects.
5. Investment period: determined according to the attributes of the invested financial products, the longest period shall not exceed 12 months.
6. Validity period of the limit: the service life is one year from the date of deliberation and approval of the first extraordinary general meeting of shareholders in 2022.
7. Source of funds: idle self owned funds of the company (including holding subsidiaries).
8. Implementation method: the general meeting of shareholders of the company authorizes the management of the company to sign relevant legal documents within the limit. The financial department of the company is responsible for organizing the implementation. The purchase of investment products by the company’s subsidiaries within the limit shall be uniformly organized by the company’s finance department after being reviewed and approved by the company’s finance department.
9. Approval procedures to be performed: the 17th meeting of the second board of directors and the 6th meeting of the second board of supervisors were held on January 12, 2022, and the proposal on using some idle self owned funds for cash management was considered and adopted. The independent directors expressed their independent opinions and the recommendation institution expressed their verification opinions.
This matter needs to be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for approval.
10. Description of related relationship: the company plans to purchase investment products from financial institutions without related relationship, and the use of its own funds for cash management will not constitute a related transaction.
2、 Impact on the company’s operation
The company uses idle self owned funds for cash management, which is conducive to improving the efficiency and income level of the company’s funds and obtaining more return on investment. The investment will not adversely affect the company’s production and operation. 3、 Investment risk and risk control measures
1. Investment risk
(1) The company’s purchase of short-term financial products belongs to relatively low-risk investment varieties, but the financial market is affected by macro-economy, so it is not excluded that the above 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, so the actual income of the investment is unpredictable.
2. Risk control measures
(1) The company will strictly abide by the principle of prudent investment, select financial products with high safety, good liquidity and low risk, timely analyze and track the investment direction of financial products and project progress, and take corresponding preservation measures in time to control investment risk once adverse factors are found or judged.
(2) Establish and improve the risk prevention and control, accountability and compensation mechanism of cash management to ensure the safety of funds.
(3) The financial department of the company shall conduct accounting for the investment of the company’s financial products.
(4) The audit committee of the board of directors of the company shall supervise the use and income of investment and financial management funds, and the internal audit department shall conduct daily inspection on the implementation of investment and financial management.
(5) The board of supervisors and independent directors of the company shall supervise and inspect the cash management.
4、 Opinions of independent directors
The company plans to use idle self owned funds for cash management this time, which can improve the use efficiency and income level of funds. On the premise of ensuring capital safety, this matter will not affect the company’s daily operation capital turnover and the normal development of its main business. The decision-making procedure of this matter is legal and compliant, and the company has formulated strict risk control measures, which can ensure the safety of funds and does not harm the interests of shareholders.
Therefore, we agree that the company (including its holding subsidiaries) shall use idle self owned funds of no more than RMB 150 million (inclusive) for cash management.
5、 Opinions of the board of supervisors
The board of supervisors agreed that in order to strengthen the management of idle self owned funds and improve the use efficiency and income level of funds, the company (including holding subsidiaries) plans to use idle self owned funds of no more than RMB 150 million (inclusive) for cash management on the premise of ensuring the effective control of the company’s normal operation capital demand and risk.
6、 Opinions of the sponsor
After verification, the sponsor China Merchants Co., Ltd. believes that the company’s use of idle self owned funds for cash management has been deliberated and approved by the board of directors and the board of supervisors, and the independent directors of the company have expressed clear consent. This matter has fulfilled the necessary review procedures and complies with the provisions of relevant laws, regulations and exchange rules. The company’s use of some idle self owned funds for cash management complies with the provisions of the Shenzhen Stock Exchange gem stock listing rules, Shenzhen Stock Exchange listed companies self regulatory guidance No. 2 – standardized operation of GEM listed companies and other relevant laws and regulations. The company uses some idle self owned funds for cash management, which does not harm the interests of the company and shareholders. The recommendation institution has no objection to the company’s use of some idle self owned funds for cash management, and the amount does not exceed 150 million yuan (inclusive).
7、 Documents for future reference
1. Resolutions of the 17th meeting of the second board of directors;
2. Resolutions of the sixth meeting of the second board of supervisors;
2. Independent opinions of independent directors on matters related to the 17th meeting of the second board of directors;
4. China Merchants Securities Co.Ltd(600999) verification opinions on Bisen Smart Access Co.Ltd(301083) using some idle self owned funds for cash management.
It is hereby announced.
Bisen Smart Access Co.Ltd(301083) board of directors January 13, 2022
