Securities code: 5I5J Holding Group Co.Ltd(000560) securities abbreviation: 5I5J Holding Group Co.Ltd(000560) Announcement No.: 2022031 5I5J Holding Group Co.Ltd(000560)
Announcement on the forecast of daily connected transactions of wholly-owned subsidiaries in 2022
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.
1、 Basic information of daily connected transactions
(I) overview of daily connected transactions
1. Basic information of the transaction
According to the needs of daily operation in 2022, 5I5J Holding Group Co.Ltd(000560) (hereinafter referred to as "the company" and "the company") made a reasonable prediction on the related party transactions related to daily operation in 2022, and it is estimated that the total amount of daily related party transactions in 2022 will not exceed 270 million yuan, Mainly because 5I5J Holding Group Co.Ltd(000560) Data Service Co., Ltd., a wholly-owned subsidiary of the company, and its subsidiaries intend to sign relevant service contracts with Beijing may eighth Information Technology Co., Ltd. (hereinafter referred to as "may eighth information"), Ruiting network technology (Shanghai) Co., Ltd. (hereinafter referred to as "Ruiting network"), may eighth City Information Technology Co., Ltd. (hereinafter referred to as "may eighth city") and the subsidiaries of the above companies, Purchase network ports or provide channel sales services for them. In 2021, the actual amount of the above similar transactions between the company's subsidiaries and the above related parties was 243690300 yuan, which did not exceed the expected amount of daily related party transactions in 2021 approved by the board of directors. 2. Review procedures for the performance of daily connected transactions
The company held the 19th meeting of the 10th board of directors and the 2021 annual board of directors on April 27, 2022, and deliberated and adopted the proposal on the prediction of daily connected transactions of subsidiaries in 2022 with 9 affirmative votes, 0 negative votes and 0 abstention. There is no need for directors to avoid voting on the prediction of daily connected transactions. The independent directors of the company conducted a pre audit on the expected matters of the daily connected transactions and expressed their agreed independent opinions at the board of directors.
The expected events of this daily related party transaction do not constitute the major asset reorganization specified in the administrative measures for major asset reorganization of listed companies. According to the relevant provisions of the stock listing rules of Shenzhen Stock Exchange and the articles of association, the above-mentioned daily related party transaction amount expected to occur in 2022 is 270 million yuan, and 2.52% of the latest audited net assets of the company is 10710919500 yuan, which belongs to the approval authority of the board of directors of the company, No general meeting is required
Review and approval. The board of directors authorizes the operation and management of the company to specifically handle matters such as signing single business contracts with the above related parties within the estimated amount of daily connected transactions of the year and based on the market price.
(II) category and amount of daily connected transactions in 2022
Amount of related party transaction contract signed by related party transaction as of the disclosure date of the previous year (2021), the pricing principle or expected amount of related party content of easy category has occurred
(10000 yuan) (10000 yuan) (10000 yuan)
Beijing May 8th information technology
Technology Co., Ltd. and its Shanghai Pudong Development Bank Co.Ltd(600000) 371.38386161 subsidiary procurement network
Ruiting network technology network port according to the market
Provide the related party (Shanghai) Co., Ltd. with the original 20 China Vanke Co.Ltd(000002) 771342045392 person purchase department and its subsidiary company channel sales rules, and both parties
The production and sale of services shall be determined through negotiation
Product 58 city information technology
Technology Co., Ltd. and its 100000 17.44 53.50 subsidiary companies
Total 270 Grandjoy Holdings Group Co.Ltd(000031) 60162436903
Note: the company's wholly-owned subsidiary 5I5J Holding Group Co.Ltd(000560) Data Service Co., Ltd. and its subsidiaries intend to purchase network ports or
Provide channel sales services, and it is expected to have daily related party transactions with May 8th information, Ruiting network, May 8th city and its subsidiaries
The total amount is 270 million yuan. Whereas the May 8th information, Ruiting network and the subsidiaries under the same control involved in the same city
The net amount of the company's unaudited transactions is relatively small, so the number of unaudited transactions in the previous year is relatively small
The related persons with 0.5% of assets are consolidated and listed according to the same actual controller.
(III) actual occurrence of daily related party transactions in the previous year (2021)
The ninth meeting of the 10th board of directors and the 2020 board of directors held on April 26, 2021 considered and adopted the proposal on the prediction of daily connected transactions of subsidiaries in 2021. In 2021, the actual occurrence of daily related party transactions of the company's subsidiaries is as follows:
Actual amount of related transactions in 2021 disclosure date of actual amount
2. The proportion of gold 02 amount 1 (calculated as 10000 yuan per year) in the same category (business%)
Transaction amount, estimated amount and index of related party of easy category
Content (10000 yuan) difference (%)
Beijing May 8th letter
Information Technology Co., Ltd. 3861611300000 15.85% - 70.30%
Procurement of the company and its branches
On April 28, 2021, Ruiting's network technology port was published on cninfo.com to Lianshu (Shanghai) or Ti (www.cn. Info. Com.. c people procurement Co., Ltd. and supply channel 20453921300000 83.93% 57.34% n) Public information service report on the prediction of 2021 related party transactions of daily goods sales and services of daoxiao company, a subsidiary of wholly-owned subsidiary service industry (No. 2021032) Information Technology Co., Ltd. 53.50100000 0.22% - 94.65%
Company and its branches
subsidiary
Total 24369032700000 100% - 16.22%
The daily related party transactions of the company's subsidiaries in 2021 meet the needs of their normal production, operation and development, and the relevant transaction prices are determined through consultation with reference to the market price, which is reasonable and fair.
When the board of directors of the company estimated the daily connected transactions in 2021, the company evaluated and calculated the actual and expected connected transactions based on the market conditions and procurement plans at that time, and the total amount of the actual connected transactions did not exceed the total amount of the description (if applicable) of the significant difference between the approved estimates. However, due to the influence of market changes, business adjustment of relevant companies and other factors, there is a difference between the actual transaction amount and the expected amount between the company's subsidiaries and each related person, which is caused by normal actual business behavior, which is difficult to control when estimating the amount, and has little impact on the daily operation and performance of relevant subsidiaries.
The board of directors of the company reviewed the actual situation of the company's daily connected transactions in 2021 and confirmed the legality and compliance. The total amount of daily connected transactions actually occurred does not exceed the approved amount, which does not affect the independence of the independent directors of the company on daily connected transactions. The actual transaction amount and estimated amount between the company's subsidiaries and related parties are prone to differences between the actual situation and the estimated amount, which is caused by normal actual business behavior and is difficult to control when estimating the amount. Description of significant differences of the company (if applicable) the daily connected transactions of subsidiaries are transactions required for their normal business, which are in line with the actual situation of subsidiaries and the market. The transaction price is determined with reference to the market price, and there is no behavior that damages the interests of the company and its shareholders, especially small and medium-sized shareholders.
2、 Related person introduction and relationship
(I) basic information of related parties
1. Beijing may eighth Information Technology Co., Ltd
(1) Unified social credit Code: 91110105783991313x;
(2) Type: limited liability company (invested or controlled by natural person);
(3) Legal representative: Yao Jinbo;
(4) Registered capital: 10 million yuan;
(5) Address: Room 301, third floor, College Park, Beijing Centergate Technologies (Holding) Co.Ltd(000931) Dongsheng science and Technology Park, No.18 Xueqing Road, Haidian District, Beijing; (6) Date of establishment: December 12, 2005;
(7) Business term: December 12, 2005 to December 11, 2025;
(8) Business scope: technology development, technical consultation, technical service and technology transfer; Research, develop and sell computer software; Computer technology training; Selling self-produced products; Computer system services; Economic and trade consultation; Designing, producing, acting and publishing advertisements; Enterprise management consulting; Renting office space; Organize cultural and artistic exchange activities (excluding commercial performances); Market Research; Conference services; Enterprise management services; Housekeeping services (business activities are not allowed if they do not meet the general requirements of housekeeping services); Operate postal communication business; Business process outsourcing services; Human resources services (excluding professional intermediary activities and labor dispatch services); Acting bookkeeping; Engage in Internet cultural activities; Operating telecommunication business; Radio and television program production; Engage in auction business; Internet information services; Professional intermediary activities. (market entities shall independently choose business items and carry out business activities according to law; act as bookkeepers, engage in Internet cultural activities, operate telecommunications business, radio and television program production, engage in auction business, Internet information services, professional intermediary activities and projects subject to approval according to law, and carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in the approval of projects prohibited and restricted by national and municipal industrial policies Camp activities.)
(9) Shareholding of shareholders: Yao Jinbo holds 46.84% equity of May 8th information, Zhang Lianqing holds 39.82% equity, and Beijing wanglintong Information Technology Co., Ltd. holds 13.34% equity.
(10) Main financial status: as of December 31, 2021, Beijing May 8th Information Technology Co., Ltd. had unaudited total assets of 461206 million yuan, total liabilities of 351188 million yuan, net assets of 110.17 million yuan, operating income of 294819 million yuan, operating profit of 38 million yuan and net profit of 38.29 million yuan from January to December 2021.
2. Ruiting network technology (Shanghai) Co., Ltd
(1) Unified social credit Code: 913101156694050857;
(2) Type: limited liability company (sole proprietorship of legal person from Hong Kong, Macao and Taiwan);
(3) Legal representative: Zhuang Jiandong;
(4) Registered capital: 19.5 million US dollars;
(5) Address: floors 20 and 21 (nominal floor, actual floor 18 and 19), No. 6, Lane 100, pingjiaqiao Road, Pudong New Area, Shanghai;
(6) Date of establishment: December 25, 2007;
(7) Business term: from December 25, 2007 to December 24, 2027;
(8) Business scope: general items: entrusted by the parent company and its authorized domestic enterprises and affiliated enterprises in China to provide them with investment management and consulting services, marketing services, financial management services, technical support and research and development services, information services, employee training and management services, undertake shared services within the group and service outsourcing of overseas companies; Development, design and production of computer software and related network technology, and sales of self-produced products; Provide relevant
