Yunnan Energy New Material Co.Ltd(002812)
Announcement on daily connected transactions in 2022
The company and all directors guarantee that the contents of this announcement are true, accurate and complete without false records
Misleading statements or material omissions.
1、 It is estimated that the basic situation of daily connected transactions in 2022
(I) overview of related party transactions
1. Yunnan Energy New Material Co.Ltd(002812) (hereinafter referred to as the “company”) on January 24, 2022
The 41st meeting of the fourth session of the board of directors was held on August, which considered and adopted the report on the expected daily closing of 2022
The proposal of joint stock transaction.
2. During the deliberation of the proposal, Paul Xiaoming Lee, Li Xiaohua and Yan Ma, the related directors, avoided the form
Resolved that all the non affiliated directors of the company attending the meeting agree to this proposal.
3. The proposal must be submitted to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation. Beneficial to related party transactions
The related person of the harmful relationship will avoid voting at the general meeting of shareholders.
(II) category and amount of estimated related party transactions
1. Transaction status
The company expects to cooperate with the related party Yuxi kunshasi Plastic Color Masterbatch Co., Ltd. (hereinafter referred to as “kunshasi”) in 2022
SASS), Suzhou Jiesheng Technology Co., Ltd. (hereinafter referred to as “Jiesheng technology”) and its subsidiaries
Daily connected transactions. The details are as follows:
Unit: 10000 yuan
Estimated total amount in 2022 from January 1, 2022 to the pricing principle of related party transactions actually issued to related parties in 2021 (tax included) amount generated (tax included) amount incurred (tax included) on January 24, 2022
The market price of additives is 30 million yuan – 50 million yuan, 7395 3888.36
Kunshas
The market price of raw materials sold is 10 million yuan – 20 million yuan, 0.00 1182.32
Jiesheng technology and
The market price of purchased equipment and spare parts shall not exceed 200 million yuan 0.00
Its subsidiaries
2. Related lease
The company expects to cooperate with the related party Yuxi Heyi Investment Co., Ltd. (hereinafter referred to as “Heyi investment”) in 2022
Capital), Yuxi Heli Investment Co., Ltd. (hereinafter referred to as “Heli investment”) and kunshas have daily relations
Joint transaction. The details are as follows:
Unit: Yuan
The estimated total rent of the leased area is from January 1, 2021 to 2021. The actual purpose of the related party (M2) (including tax) pricing principle. The rent (including tax) incurred between January 24, 2021 (including tax)
Heli investment office space 20.00 2400.00 market price 200.00 2400.00
Heyi investment office space 30.00 3300.00 market price 275.00 3300.00
Kunshasi production plant 228.68 24000.00 market price 2000.00 24000.00
2、 Actual occurrence of daily related party transactions in 2021
The daily related party transactions between the company and the above related parties in 2021 are as follows:
Unit: Yuan
Actual amount in 2021 actual amount in 2021 accounting for the estimated amount of related party transactions in 2021 (tax included)
Proportion of similar businesses (tax included)
Purchase additives 30000000.00 — 40000000.00 38883612.50 59.85%
Kunshasi sells raw materials 13000000.00–20000000.00 11823200.00 64.87%
Leased production plant 24000.00 24000.00 2.11%
Heli investment leasing office space 2400.00 2400.00 0.21%
Office space leased by Heyi investment 3300.00 3300.00 0.29%
In 2021, the company had no daily related party transactions with Jiesheng technology and its subsidiaries.
3、 Introduction and relationship of related parties
(I) kunshas of related parties
1. Name: Yuxi kunshasi Plastic Color Masterbatch Co., Ltd
2. Unified social credit Code: 915301006226029463
3. Type: limited liability company (Sino foreign joint venture)
4. Address: No. 14, Xiushan Road, high tech Zone, Yuxi City, Yunnan Province
5. Legal representative: Li Xiaohua
6. Registered capital: USD 300000
7. Date of establishment: July 16, 1996
8. Business scope: production and sales of self-produced Plastic Color Masterbatch and plastic additives. (for projects subject to approval according to law, business activities can be carried out only after the approval of relevant departments) (except those involving the implementation of special access management measures stipulated by the state)
9. Affiliation: Yunnan Hongta Plastic Co., Ltd., a wholly-owned subsidiary of the company, directly holds 40% of the equity of kunshas, and Paul Xiaoming Lee, the chairman of the company, serves as the vice chairman of kunshas, and Li Xiaohua, the vice chairman and general manager of the company, serves as the director and general manager of kunshas, which meets the affiliation conditions specified in the Listing Rules of Shenzhen Stock Exchange, Is a related party of the company.
10. Analysis of performance ability: as of December 31, 2021, kunshas had total assets of 10.384 million yuan and net assets of 8.5218 million yuan. In 2021, kunshas realized operating income of 34.4103 million yuan and net profit of 4.2177 million yuan. During the reporting period, kunshas survived and operated normally according to law. In the past, transactions with the company can be settled normally and have good performance ability, Related party transactions in this year involve additive procurement, raw material sales and house leasing, and there is no case that related parties pay money to the company to form bad debts.
11. After inquiring the website of credit China (www.creditchina. Gov.cn) The national enterprise credit information publicity system (www.gsxt. Gov.cn. / index. HTML), the China execution information disclosure network (s hixi n.co URT. Gov.c n), the national court’s list information publication and inquiry website (Shixin. Co urt. Gov.c n / inde X. HTML) and the websites of the National Development and Reform Commission and the Ministry of finance do not belong to the dishonest Executees.
(II) related party zhijiesheng Technology
1. Name: Suzhou Jiesheng Technology Co., Ltd
2. Unified social credit Code: 91320581ma27b5gc06
3. Type: limited liability company (foreign investment, non sole proprietorship)
4. Address: No. 15, Jinzhou Road, Yushan high tech Industrial Development Zone, Changshu
5. Legal representative: Li Xiaohua
6. Registered capital: RMB 110 million
7. Date of establishment: October 29, 2021
8. Business scope: general items: technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Mold manufacturing; Mold sales; General equipment manufacturing (excluding special equipment manufacturing); Manufacturing of special packaging equipment; Special equipment manufacturing (excluding licensed professional equipment manufacturing); Intelligent basic manufacturing equipment manufacturing; Manufacturing of industrial automatic control system devices; Material handling equipment manufacturing; Material handling equipment sales; Research and development of intelligent Siasun Robot&Automation Co.Ltd(300024) ; General equipment repair; Sales of mechanical equipment; Research and development of mechanical equipment; Software development; Import and export of goods; Technology import and export; Import and export agency (except for the items that must be approved according to law, carry out business activities independently according to law with the business license)
9. Affiliation: Li Xiaohua, vice chairman and general manager of the company, serves as the general manager and executive director of Jiesheng technology. He meets the affiliation conditions specified in the stock listing rules of Shenzhen Stock Exchange and is a related party of the company.
10. Performance capability analysis: Jiesheng technology has been established for a short time. Jiesheng technology completed the acquisition of 100% equity of Suzhou Fuqiang Technology Co., Ltd. on December 31, 2021. Suzhou Fuqiang Technology Co., Ltd. was established in 2007, specializing in the manufacturing of precision molds, automation equipment, intelligent manufacturing software, electromechanical equipment and accessories. Therefore, the company believes that Jiesheng technology and its subsidiaries have good performance ability.
11. After inquiring the website of credit China (www.creditchina. Gov.cn) National enterprise credit information publicity system (www.gsxt. Gov.cn. / index. HTML), China execution information disclosure network (s hixi n.co URT. Gov.c n), national court dishonest Executees list information publishing and inquiry website (Shixin. Court. Gov.cn. / index. HTML) and websites of the national development and Reform Commission and the Ministry of finance. Jiesheng technology does not belong to dishonest Executees.
(III) beneficial investment of related parties
1. Name: Yuxi Heyi Investment Co., Ltd
2. Unified social credit Code: 91530400563183154b
3. Type: limited liability company (invested or controlled by natural person)
4. Address: No. 14, Xiushan Road, high tech Zone, Yuxi City, Yunnan Province
5. Legal representative: paulxiao Ming Lee
6. Registered capital: thirty million yuan only
7. Date of establishment: November 10, 2010
8. Business scope: venture capital with self owned funds; Project investment and management of invested projects; Investment management, investment consultation and socio-economic consultation. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
9. Related relationship: Heyi investment directly holds 13.39% equity of the company, and Paul, chairman of the company
Xiaoming Lee serves as the chairman of hay investment and Li Xiaohua, the vice chairman and general manager of the company, serves as the director of hay investment. He is in line with the related relationship stipulated in the stock listing rules of Shenzhen Stock Exchange and is the related party of the company.
10. Performance capability analysis: the total assets of Heyi investment as of December 31, 2021 were 1694.7865 million
Yuan, with net assets of 551.4819 million yuan. In 2021, it realized an operating income of 0 million yuan and a net profit of -35.1737 million yuan. During the reporting period, hay investment continued and operated normally according to law. The previous transactions with the company were settled normally and had good performance ability. It was related in this year