Securities code: 688301 securities abbreviation: Iray Technology Company Limited(688301) Announcement No.: 2022-007
Iray Technology Company Limited(688301)
Announcement on daily related party transactions expected 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 legal liabilities for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Whether it needs to be submitted to the general meeting of shareholders for deliberation: Yes
Impact of daily related party transactions on the company: the daily related party transactions between the company and related parties follow the principles of fairness and rationality, do not damage the interests of the company and other non related parties, do not damage the interests of minority shareholders, do not rely on related parties, and do not affect the independence of the company.
1、 Basic information of daily connected transactions
(I) review procedures for the performance of daily connected transactions
Iray Technology Company Limited(688301) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the expected daily connected transactions in 2022 at the ninth meeting of the second board of directors and the ninth meeting of the second board of supervisors held on January 13, 2022. Tieer Gu, Chengbin Qiu, Cao Hongguang, Yang Weizhen, Zhou Kui and Fenghua, the affiliated supervisor, avoided voting during the deliberation of the above proposal, which was unanimously agreed by the non affiliated directors and supervisors present at the meeting. The proposal on the expected daily connected transactions in 2022 needs to be submitted to the general meeting of shareholders for deliberation. The connected shareholders are Shanghai Yiyuan Herui Investment Consulting Co., Ltd., Shanghai Heyi Investment Management Co., Ltd., Shanghai CHANGZE investment consulting partnership (limited partnership), Shanghai Changrui investment consulting partnership (limited partnership) Shanghai Qiwen management consulting partnership (limited partnership) and Shenzhen Dingcheng united investment fund management partnership (limited partnership) need to avoid voting.
The independent directors of the company have expressed their prior approval opinions on the proposal and expressed their independent opinions with explicit consent at the board of directors. They believe that the company expects that the daily connected transactions in 2022 will meet the development needs of the company’s business, the transaction price is fair, meet the requirements of laws, regulations and relevant systems, and will not damage the interests of the company and other non connected parties, The independent directors unanimously agreed to pass the proposal on the expected daily connected transactions in 2022 and agreed to submit the proposal to the general meeting of shareholders for deliberation.
The board of supervisors of the company believes that the daily connected transactions of the company in 2022 are expected to meet the development needs of the company’s business, the transaction price is fair, comply with the provisions of laws and regulations and the requirements of relevant systems, do not harm the interests of the company and other non connected parties, and do not harm the interests of minority shareholders, We agree to pass the proposal on daily connected transactions expected in 2022.
(II) estimated amount and category of daily connected transactions
According to the needs of daily operation in 2022, the company has made reasonable estimates for various related party transactions related to daily operation, as follows:
Unit: RMB 10000
The reason for the large difference between the estimated amount of this related party transaction and the actual amount of the same industry in the previous year (%) and the actual amount of the same industry in the previous year (%)
Shenzhen Faye
Sen technology has 7100.00 9.60 5387.86 7.28 business demand growth Co., Ltd
To related person Beijing Weimai
Sales of products and medical equipment 130.00 0.18 116.81 0.16 not applicable
Commodity Co., Ltd
Beijing nano
Weijing technology 600.00 0.81 note – business demand growth Co., Ltd
Accept Association
Zhang Hua 45.00 0.47 38.34 0.40 provided by the owner is not applicable
labour services
Total 7875.00/5543.01 //
Note: Beijing nano Weijing Technology Co., Ltd. became a related party of the company in October 2021. From January to September 2021, the actual amount was 1314800 yuan, and from October to December 2021, the actual amount was 194300 yuan. The above data is the price excluding tax and has not been audited; The calculation base for the proportion of similar businesses is the amount of similar businesses audited in 2020.
(III) prediction and implementation of previous daily related party transactions
Unit: RMB 10000
Reasons for the large difference between the estimated amount of the related party of the related transaction in the previous year and the actual amount of the category
To the related person Shenzhen fisen Technology Co., Ltd. 6700.00 5387.86 business demand change
Sales product: Beijing Weimai Medical Equipment Co., Ltd. 200.00 116.81 not applicable
Changes in business demand of products and commodities Bowei Technology (Beijing) Co., Ltd. 750.00 285.88
Accept the change of 1000.00 480.61 business demand of associated Shanghai Luoji Technology Co., Ltd
Provided by
Labor Zhang Hua 38.26 38.34 not applicable
Total 8688.26 6309.50/
Note: the actual amount of last year is the unaudited amount in 2021.
The above related party transactions meet the development needs of the company’s business at that time, the price is fair, comply with the provisions of laws and regulations at that time and the company’s relevant systems at that time, are conducive to the company’s production, operation and long-term development, and do not damage the interests of the company and other non related parties.
2、 Basic information and relationship of related parties
(I) basic information of related parties
1. Shenzhen feisen Technology Co., Ltd
The registered capital is 12192952 yuan
Legal representative: Liu Jinchi
Enterprise type: limited liability company
Date of establishment: May 17, 2004
Address: floor 3, building B, minlida industrial building, zone 4, honghualing Industrial Zone, No. 1189 Liuxian Avenue, Pingshan community, Taoyuan Street, Nanshan District, Shenzhen
General business items are: medical device related information consultation (excluding talent intermediary services and other restricted items); Technical development, sales and after-sales door-to-door service of computer software, hardware and electronic products; China trade; Investment in industry (specific projects will be reported separately); Operate import and export business (except for the items prohibited by the above laws, administrative regulations and decisions of the State Council, and the restricted items can be operated within the business scope only after obtaining permission)., The licensed business items are: Class II and class III 6870 software, class II 6855 dental equipment and instruments, class II 6840 clinical examination and analysis instruments, class II and class III 6830 medical X-ray equipment, class II and class III 6828 medical magnetic resonance equipment, class II and class III 6823 medical ultrasonic instruments and related equipment, Operation of class II 6822 medical optical instruments, instruments and endoscope equipment, and class II 6821 medical electronic instruments and equipment; Production of class II and class III 6830 medical X-ray equipment, class II 6831 medical X-ray auxiliary equipment and components, and class III 6870 software.
Shenzhen fisen Health Management Co., Ltd., Suzhou chenzhide investment partnership (limited partnership), Hongshan Tongxian investment management partnership (limited partnership) of bomeishan free trade port area, the main shareholder of Nanjing, Hangzhou CDH new trend equity investment partnership (limited partnership), etc
The affiliated company is an enterprise controlled by Yang Weizhen, one of the actual controllers of the company, and the company’s director Zhou Kui is its director
2. Beijing Weimai Medical Equipment Co., Ltd
The registered capital is RMB 1950.4342 million
Legal representative: Yang He
Enterprise type: limited liability company
Date of establishment: August 14, 2014
Address: Room 101, 1f, block B, No. 18, South Xihuan Road, Beijing Economic and Technological Development Zone, Beijing
Production of class II and class III medical devices (the specific business items shall be subject to the approval of the Environmental Protection Bureau); Wholesale medical devices business scope: machinery, commission agency; Technology development, technical consultation, technology transfer, technical services, technical training (not for national enrollment) and technology testing; Technology import and export, agency import and export, goods import and export; Equipment maintenance, installation and leasing.
Beijing Fenghui Derui technology partnership (limited partnership), sunshine healthcare Fund II L.P., the main shareholder of LBC, aut-xxii HK Holdings Limited, Cao Hongguang, Huagai Xincheng medical health investment Chengdu partnership (limited partnership), etc
Cao Hongguang, one of the actual controllers of affiliated companies, holds 8.03% of the shares and serves as a director
3. Beijing nano Weijing Technology Co., Ltd
The registered capital is 25.392636 million yuan
Legal representative: Li Yunxiang
Enterprise type: limited liability company
Date of establishment: March 6, 2014
Address: 1-06, 1f, building 1, yard 68, Beiqing Road, Haidian District, Beijing
Business scope: technology development, technology transfer, technical consultation and technical services; Technology import and export, goods import and export, agency import and export; Sales of mechanical equipment, electronic products, medical devices category I.
Beijing Junlian Yikang equity investment partnership (limited partnership), Beijing Neptune investment management partnership major shareholder enterprise (limited partnership), Zhuhai Xia’an equity investment partnership (limited partnership), Beijing Huiyuan Dingzhi investment management partnership (limited partnership), Tianjin Huiyuan Tongchuang technology partnership (limited partnership), etc
An enterprise in which Cao Hongguang, one of the actual controllers of the affiliated company, serves as its director
4. Zhang Hua
Gender female
Nationality China
Major in financial management and foreign accounting; From 2013 to 2017, he served as deputy general manager of Suzhou eastshow International Trade Co., Ltd. and ES globalco of Korea, Executive director of Ltd / es cosmotic, responsible for supply chain construction, management and market development; From April 2017 to April 2020, served as the assistant to the general manager of yisixiu beauty technology (Suzhou) Co., Ltd., responsible for business operation and management in China; From April 2020, he served as the deputy general manager of Yirui image technology (Taicang) Co., Ltd., responsible for human resources management and public relations management.
The spouse of Feng Hua, chairman of the board of supervisors of affiliated companies, serves as the deputy general manager of the company’s subsidiaries
(II) performance capability analysis
The above related parties are
