Stock abbreviation: Liaoning Sg Automotive Group Co.Ltd(600303) securities code: Liaoning Sg Automotive Group Co.Ltd(600303) No.: pro 2022032 Liaoning Sg Automotive Group Co.Ltd(600303)
Announcement on daily connected transactions expected to occur in 2022
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important tips:
● this connected transaction does not need to be submitted to the general meeting of shareholders for deliberation and approval.
● impact of daily related party transactions on Listed Companies: the daily related party transactions expected to occur in 2022 meet the needs of the company's operation and development, follow the principles of fairness, impartiality and openness, will not damage the interests of the company and shareholders, especially small and medium-sized shareholders, and will not affect the independence and sustainable operation ability of the company.
1、 Basic information of daily connected transactions
(I) prediction and implementation of daily connected transactions in 2021
The prediction and execution of the company and its subsidiaries, the major shareholder Huatai Automobile Group Co., Ltd. (hereinafter referred to as "Huatai Automobile"), the related parties Beijing Hengtong Huatai Automobile Sales Co., Ltd., Beijing lvneng Financial Leasing Co., Ltd. and daily related party transactions in 2021 are as follows: unit: 10000 yuan
Reasons for the large difference between the actual estimated amount of related party transactions in the previous year (previous) and the estimated amount of related parties in the actual category
Related party leasing Beijing Hengtong Huatai auto 0 102.02 business needs
Car sales Co., Ltd
Beijing lvneng finance lease 0.7.17 business needs
Leasing Co., Ltd
Accept related parties tihuatai automobile, Tianjin
Guarantee payment for Huatai 1000276.87
Guarantee fee
Total 1000386.06
(II) estimated amount and category of daily connected transactions in 2022
In 2022, the company and its subsidiaries and Huatai Automobile and Huatai Automobile Group (Tianjin)
Beijing Ruixiang new energy electric vehicle leasing Co., Ltd. (hereinafter referred to as "Tianjin Huatai")
The daily related party transactions expected to occur by the company are as follows:
Unit: 10000 yuan
From the beginning of this year to this forecast, this forecast accounts for the transaction amount (10000 cases (%) generated amount difference (%) between the same amount actually accounted for on the same disclosure date and the previous year and the amount of related parties handed over to the related parties. The cumulative amount of inter business incurred by the related parties is compared with the actual transaction category (10000 yuan) of the year Reasons for large difference (10000 yuan)
Accept off
The amount of guarantee provided by Lianren for Huatai Automobile and Tiantian guarantee business increased by 58.75 276.87 100, and the guarantee fee was paid
Accept the guarantee provided by related parties 350100 58.75 276.87 100
Subtotal of guarantee fee paid
Beijing hengtonghua
Thai auto sales
Ltd. / North
Ruixiang Xinneng 110.91.02
Related rent source electric vehicle
Public lease Limited
department
Beijing Green Energy Finance
Limited asset lease 10 8.33 2.39 7.17 6.57
company
Subtotal of related lease 120100 16.79 109.19 100
Total 470 - 75.54 386.06-
2、 Introduction and relationship of related parties
1. Huatai Automobile Group Co., Ltd
Legal representative: Miao Xiaolong
Registered capital: 300 million yuan
Registered address: f405-1, No. 158, fuxingmennei street, Xicheng District, Beijing
Business scope: commissioned production and sales of auto parts and accessories; Import and export of goods; Selling cars; Enterprise management consulting; Engineering and technical research and test development; Technology promotion. (enterprises shall independently choose business items and carry out business activities according to law; for projects subject to approval according to law, they shall carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in business activities of projects prohibited and restricted by industrial policies of this city.)
2. Huatai Automobile Group (Tianjin) Co., Ltd
Legal representative: Miao Xiaolong
Registered capital: 80 million yuan
Registered address: No. 188, Rixin Road, Binhai Science Park, Binhai high tech Zone, Tianjin
Investment; Scientific business scope: Sales of automobiles; Research on high-tech projects, real estate projects and technical services with its own funds.
(for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments.)
3. Beijing Hengtong Huatai Automobile Sales Co., Ltd
Legal representative: LV Caixia
Registered capital: 212 million yuan
Registered address: 2506, 25th floor, building 8, yard 1, JinFang Road, Chaoyang District, Beijing
Business scope: Huatai brand automobile sales; Import and export of goods; Sales of commercial vehicles and passenger vehicles with more than nine seats, auto parts and mechanical equipment; Car decoration services; Technology promotion services; Huatai brand automobile sales; Enterprise management consulting; Renting office space; Lease construction machinery and equipment. (market entities shall independently choose business projects and carry out business activities according to law; projects that must be approved according to law shall carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in business activities of projects prohibited and restricted by national and municipal industrial policies.)
4. Beijing Ruixiang new energy electric vehicle leasing Co., Ltd
Legal representative: Yang Shuwu
Registered capital: 100 million yuan
Registered address: No. 1088, floor 1, building 1, No. 12, Linxiao North Road, Daxing District, Beijing
Business scope: car rental (excluding passenger cars with more than nine seats); Conference services; Undertake exhibition activities; Economic and trade consultation; business management; Market research. (after obtaining this license, it shall be filed with the transportation administration bureau of the Municipal Communications Commission. The enterprise shall independently choose business projects and carry out business activities according to law; the projects that must be approved according to law shall carry out business activities according to the approved contents after being approved by relevant departments; it shall not engage in business activities of projects prohibited and restricted by the industrial policies of this city.)
5. Beijing lvneng Finance Leasing Co., Ltd
Legal representative: Liu Weidong
Registered capital: 200.27 million yuan
Registered address: 902, unit 3, floor 8, building 1, yard 11, Shuangying Road, Chaoyang District, Beijing business scope: financial leasing; Automobile sales; Car Rental. (for projects subject to approval according to law, business activities shall be carried out according to the approved contents after being approved by relevant departments.)
(II) relationship
1. Huatai Automobile is the major shareholder of the company and Tianjin Huatai Automobile is a subsidiary of Huatai Automobile. According to the relevant provisions on related parties in the guidelines for the implementation of related party transactions of listed companies on Shanghai Stock Exchange, Huatai Automobile and Tianjin Huatai Automobile are the related legal persons of the company.
2. Beijing Hengtong Huatai Automobile Sales Co., Ltd. and Beijing lvneng Financial Leasing Co., Ltd. are enterprises controlled or significantly influenced by the actual controller of the company.
3. Beijing Ruixiang new energy electric vehicle leasing Co., Ltd. is a company in which an associated natural person of a listed company acts as a shareholder or director, supervisor and senior manager.
(III) performance capability analysis
The related parties can fulfill the agreements reached with the company, and the company basically has no performance risk. 3、 Pricing policy and basis
The related parties Huatai Automobile and Tianjin Huatai provide joint and several liability guarantee for the loan and other financing of the company and its subsidiaries. From January 1, 2019, the company will charge the guarantee fee (excluding tax) at 1.5% of the actual amount of the guarantee. The total guarantee fee (excluding tax) charged by Huatai Automobile and Tianjin Huatai shall not exceed 26 million yuan per year. The company will pay the guarantee fee to Huatai Automobile and Tianjin Huatai on a quarterly basis, When the guarantee is cancelled, the guarantee fee shall be converted into the corresponding proportion in advance. I.e. guarantee fee = 1.5% / 365 days × Actual guarantee days × Guarantee amount (loan amount). Huatai Automobile and Tianjin Huatai will sign a guarantee agreement with the financing bank according to the actual needs of the company's financing. The transactions between the company and the above related parties are required for daily operation, and the guarantee rate refers to the market-oriented pricing principle.
Affiliated leases are priced by the company after market-oriented price comparison according to business needs, and approved according to the company's authorization system.
4、 The purpose of transaction and the impact of transaction on Listed Companies
The above related party transactions are necessary for the company's daily operation and follow the principles of openness, fairness, consensus and mutual benefit. They will not affect the independence of the company's business and operation, and will not have an adverse impact on the company's financial status and operating results. The company will not rely on or be controlled by related parties due to the occurrence of such transactions, and such transactions follow the principle of fair pricing and do not harm the interests of the company and minority shareholders.
Liaoning Sg Automotive Group Co.Ltd(600303)
April 29, 2022
