Securities abbreviation: Rising Nonferrous Metals Share Co.Ltd(600259) securities code: Rising Nonferrous Metals Share Co.Ltd(600259) Announcement No.: pro 2022030 Rising Nonferrous Metals Share Co.Ltd(600259)
Announcement on the forecast of daily connected transactions in 2022
The board of directors and all directors of the company guarantee that the contents of the announcement are true, accurate and complete, and are jointly and severally liable for false records, misleading statements or major omissions in the announcement.
Important content tips:
● whether it needs to be submitted to the general meeting of shareholders for deliberation: Yes
● this day-to-day related party transaction is the normal production and operation behavior of the company and takes the market price as the pricing standard. It does not form a great dependence on related parties and will not have an adverse impact on the sustainable operation ability of the company
1、 Estimated basic information of daily connected transactions
On April 28, 2022, the fifth meeting of the eighth board of directors of Rising Nonferrous Metals Share Co.Ltd(600259) (hereinafter referred to as “the company”) in 2022 deliberated and adopted the proposal on the implementation of the company’s daily connected transactions in 2021 and the expected daily connected transactions in 2022 by 7 votes, 0 votes against and 0 abstentions. The connected directors Wu Jianping and Hong Yerong avoided voting.
The implementation of the company’s daily related party transactions in 2021 and the estimated total amount of daily related party transaction contracts signed by the company and its wholly-owned and holding subsidiaries with related parties in 2022 are as follows:
(I) prediction and implementation of daily connected transactions in 2021
Rising Nonferrous Metals Share Co.Ltd(600259) the third meeting of the eighth board of directors in 2021 and the 2021 annual general meeting of shareholders considered and approved the proposal on the implementation of the company’s daily connected transactions in 2020 and the expected daily connected transactions in 2021, and approved the total amount of connected transactions purchased and sold in 2021
813 million yuan; The purchase amount from related parties is 665.25 million yuan and the sales amount to related parties is 147.75 million yuan. The maximum daily deposit balance in the affiliated financial company shall not exceed 500 million yuan; The financial company of the related party provides the company with a comprehensive credit line of no more than 1.2 billion yuan. The sixth meeting of the eighth board of directors in 2021 considered and approved the proposal on increasing the forecast of daily connected transactions in 2021, and agreed to increase the total amount of daily connected transactions by 505 million yuan.
In 2021, the total amount of approved related party transactions of the company was 1318 million yuan, including 117025 million yuan of purchase from related parties and 147.75 million yuan of sales to related parties.
(II) implementation of related party transactions in 2021
1. Purchase products from related parties
Unit: yuan (excluding tax)
Amount incurred in the current period and amount incurred in the previous period in related party transactions
Warehousing service / transportation fee of Nanchu Warehousing Management Group Co., Ltd. 86900947111214098
Guangdong Dabaoshan Mining Co., Ltd. copper concentrate / sulfur concentrate 5843302973111704149882 ore / transportation fee
Shenzhen Zhongjin Lingnan Nonfemet Co.Ltd(000060) transportation fee 413946750
Shenzhen Zhongjin Lingnan Nonfemet Co.Ltd(000060) sulfur concentrate / transportation 841991820
Fankou Lead Zinc Mine fee
Guangdong Rare Earth Industry Group Co., Ltd. rare earth products 2357079646
Guangdong Guangsheng Metallurgical Group Co., Ltd. rare earth products 1583830089
Rare earth products of Guangdong Guangsheng Metallurgical Import and Export Co., Ltd. 2520949609
Rare earth products of China Metallurgical Import and Export Guangdong Corporation 22081924796
Guangzhou Nansha District Shenzhen Zhongjin Lingnan Nonfemet Co.Ltd(000060) International Trade Co., Ltd. sulfur concentrate 99465804
department
Guang Dong Fenghua Advanced Technology (Holding) Co.Ltd(000636) warehousing service 905.66
Copper concentrate / service fee of Shaoguan Dabaoshan resources comprehensive utilization Co., Ltd. 2004110825
Total 8841911919213819565371
2. Selling products to related parties
Unit: yuan (excluding tax)
Content of related party related party transactions amount in current period amount in previous period
Rare earth products of Guangdong Guohua New Material Technology Co., Ltd. 113628321131792035
Service fee of China Metallurgical Import and Export Guangdong company 3845653159592731
Service fee of Guangdong Guangsheng Metallurgical Group Co., Ltd. 109924606116937752
Shenzhen Shenzhen Zhongjin Lingnan Nonfemet Co.Ltd(000060) Nonferrous Metals Co., Ltd. Shaoguan Smelter of rare earth products 9991448154403313798
Rare earth products / services of Guangdong Dabaoshan Mining Co., Ltd. 47368343
Total 12739117384811636316
In 2021, Rising Nonferrous Metals Share Co.Ltd(600259) the actual amount of related party transactions was 896.93 million yuan, which was a little lower than the expected amount. Reasons for this: 1. The State Reserve has not started, and the original collection and storage business with rare earth group has not been carried out; 2. The price fluctuation of sulfur concentrate has reduced the business of some non-ferrous metal products with Dabaoshan.
3. Related party transactions of deposits and loans in related party financial companies
On April 29, 2020, the third meeting of the seventh board of directors in 2020 and the first extraordinary general meeting of the company in 2020 on June 12, 2020 considered and approved the proposal on renewing the financial service agreement between the company and Guangdong Guangsheng Finance Co., Ltd., and agreed to renew the financial service agreement between the company and Guangdong Guangsheng Finance Co., Ltd. (hereinafter referred to as “Guangsheng finance company”), The maximum daily deposit balance of the company in Guangsheng finance company shall not exceed 500 million yuan; Guangsheng finance company provides the company with a comprehensive credit line of no more than 1.2 billion yuan.
As of December 31, 2021, the company’s loan balance in Guangsheng finance company was 98 million yuan, the deposit balance was 478 million yuan, and the company paid a capital occupation fee of 8.7479 million yuan to Guangsheng finance company.
In 2020, Guangsheng group, the indirect controlling shareholder of the company, applied for low-cost capital credit support (the second batch) from Guangdong Branch of China Development Bank through its policy and credit advantages to provide financial assistance to its holding enterprises. The company received a total of 755 million yuan of financial assistance. During the reporting period, a total of 150295 million yuan of interest expenses were paid.
In 2021, Guangsheng group, the indirect controlling shareholder of the company, provided the company with financial assistance of 300 million yuan and paid interest expenses of 7.583 million yuan.
(III) forecast of daily connected transactions in 2022
According to the actual development needs of Rising Nonferrous Metals Share Co.Ltd(600259) project, it is estimated that the total amount of related party transactions in 2022 will be 462.95 million yuan (excluding tax, the same below), including 220.2 million yuan from related parties and 242.75 million yuan from related parties. The maximum daily deposit balance in the affiliated financial company shall not exceed 1 billion yuan; The comprehensive credit line provided by the affiliated financial company for the company shall not exceed 1.7 billion yuan. The details are as follows:
Unit: 10000 yuan currency: RMB
Related products account for the proportion of similar transactions in 2021, or the proportion of labor related parties to the expected total transaction amount in 2022, such as the further amount (excluding tax) cases (%) (excluding tax) cases (%)
Rare earth Guangdong Dabaoshan Mining has 005843366.09 products and Co., Ltd
Guangdong Rising Nonferrous Metals Share Co.Ltd(600259) metal group 520 23.612627329.71 lianrense Metal Group Co., Ltd
Purchased products, Guangdong rare earth industry group 1650074.932357 2.66 Commodity Storage Service Co., Ltd
Shenzhen Shenzhen Zhongjin Lingnan Nonfemet Co.Ltd(000060) Nonferrous Metals Co., Ltd
Subtotal 2202010088418100
Guangdong Rising Nonferrous Metals Share Co.Ltd(600259) metal group 517521.32 113 9.22 Xiangguan rare earth group Co., Ltd
Lianren products and Guangdong rare earth industry group
Sales of other limited companies 380015.65 0
Chromogenic metal
Products, products, Shenzhen Shenzhen Zhongjin Lingnan Nonfemet Co.Ltd(000060) Nonferrous Metals Co., Ltd
Guangdong Guohua new material technology 300 1.23 113 9.22 Co., Ltd
Subtotal 242751001225100
Total 46295 – 89643-
To related party finance Guangdong Guangsheng Finance
Corporate deposit limit limited 100000 – 49926-
(daily maximum)
To related party finance Guangdong Guangsheng finance 170000 – 24900-
Corporate loan Co., Ltd
2、 Basic information of related parties
1. Guangdong Rising Nonferrous Metals Share Co.Ltd(600259) Metal Group Co., Ltd. (hereinafter referred to as “Nonferrous Metals Group”) domicile: 19th floor, No. 199, middle Huangpu Avenue, Guangzhou, Guangdong
Legal representative: Qiu Zhenhuai
Registered capital: RMB 795988 million
Business scope: mineral resources exploration, mining, beneficiation and smelting of mineral products; Deep processing of metal products; Production of electronic components and manufacturing and maintenance of mechanical power equipment (operated by subordinate enterprises with qualification certificates); Wholesale of mineral products and their smelting products; Sales of industrial means of production (excluding cars and dangerous chemicals); Real estate development, self owned house leasing and property management; Invest in logistics services; Invest in the production of intelligent machine system technical services and construction; Invest in curtain wall engineering and design, as well as the production, operation and installation of related products (including the production and operation of aluminum products such as aluminum doors and windows, aluminum ladders, daylighting ceiling, metal structure roof and non-ferrous metal product materials and hardware accessories, and engage in the installation of related products); Industrial investment; equity investment
