Stock Code: 002449 stock abbreviation: Foshan Nationstar Optoelectronics Co.Ltd(002449) Announcement No.: 2022-005 Foshan Nationstar Optoelectronics Co.Ltd(002449)
Announcement on the forecast of daily related party transactions in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and are liable for false records, misleading statements or major omissions in the announcement.
Foshan Nationstar Optoelectronics Co.Ltd(002449) (hereinafter referred to as "the company") estimated the amount of daily related party transactions in 2022 in accordance with the relevant regulations of Shenzhen Stock Exchange and in combination with the needs of the company's daily production and operation business. The specific contents are as follows:
1、 Basic information of daily connected transactions
1. Overview of daily connected transactions
According to the needs of production and operation in 2022, the company plans to cooperate with related parties Foshan Electrical And Lighting Co.Ltd(000541) (hereinafter referred to as " Foshan Electrical And Lighting Co.Ltd(000541) ") and its holding subsidiaries, Foshan haolaite photoelectric Co., Ltd. (hereinafter referred to as "haolaite photoelectric"), Guang Dong Fenghua Advanced Technology (Holding) Co.Ltd(000636) (hereinafter referred to as " Guang Dong Fenghua Advanced Technology (Holding) Co.Ltd(000636) ") and its holding subsidiaries, Dongjiang Environmental Company Limited(002672) (hereinafter referred to as " Dongjiang Environmental Company Limited(002672) ") and its holding subsidiaries Guangdong Electronic Information Industry Group Co., Ltd. (hereinafter referred to as "electronic group") and its holding subsidiaries have daily related party transactions, and the total amount is expected to not exceed 287.57 million yuan, of which the purchase amount from related parties is about 63.57 million yuan; The sales amount to related parties is about 22 million yuan; The amount of services provided by related parties is about 4 million yuan. In 2021, the total amount of daily related party transactions actually occurred by the company was 92.01 million yuan.
2. Review procedures for the performance of daily connected transactions
On January 24, 2022, the company held the 16th meeting of the 5th board of directors, at which the proposal on the prediction of the company's daily connected transactions in 2022 was deliberated and adopted with 6 affirmative votes, 0 negative votes and 0 abstention votes. The independent directors recognized and expressed their independent opinions in advance, including Mr. Li Jinkun, Mr. Cheng Ke Mr. Chen Zhao withdrew from voting in accordance with the provisions.
This proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation, and the related shareholders Guangdong Guangsheng Holding Group Co., Ltd., Foshan sigma Venture Capital Co., Ltd., Guangdong Guangsheng Capital Investment Co., Ltd. and Foshan Electrical And Lighting Co.Ltd(000541) need to avoid voting.
3. Category and amount of estimated connected transactions (January 1, 2022 to December 31, 2022)
Unit: RMB 10000
Related party contracts signed from the beginning of this year to
The pricing amount of related party transactions of related parties or the amount expected to occur in the previous year in January 2022. The amount of easy category and easy content has occurred in principle on the 24th
amount of money
Guang Dong Fenghua Advanced Technology (Holding) Co.Ltd(000636) purchase original market order
And its holding material price 1060 8.46 49.99
To related subsidiaries
Purchase order Foshan Electrical And Lighting Co.Ltd(000541) purchase original market
Price of raw materials and their holding materials 200
subsidiary
Subtotal 1260 8.46 49.99
Purchase of fixed assets from related electronic groups
Fixed asset price of purchasers and their holding 9700
Fixed assets subsidiary
Subtotal of production 97 0
Haolaiteguang's purchase market sets the price of 4000 60.81 3827.10 to related electrical products
Purchasing party Foshan Electrical And Lighting Co.Ltd(000541) purchasing product market
Price of products and their holding products 1000
subsidiary
Subtotal 5000 60.81 3827.10
Dongjiang Environmental Company Limited(002672) accept the service market order
Accepted customs and its holding price 300 6.26 117.71
Lianrenti subsidiary
The service provided Guang Dong Fenghua Advanced Technology (Holding) Co.Ltd(000636) is entrusted to the market
Business and its holding processing price 100 0.55
subsidiary
Subtotal 400 6.26 118.26
Foshan Electrical And Lighting Co.Ltd(000541) sales market
Sales of subsidiaries to related parties and their holding persons with a product price of 20000 2.69 5192.89
The sales market of products and Shanghao laiteguang is set at 2000
Electricity price
Subtotal 22000 2.69 5192.89
Total 28757 78.22 9188.24
Note: the amount of daily connected transactions in 2021 is the preliminary accounting data of the company's financial department, which has not been audited by an accounting firm. The final data will be subject to the disclosure in the 2021 annual report.
4. Actual occurrence of daily related party transactions in the previous year (January 1, 2021 to December 31, 2021) unit: RMB 10000
On the disclosure date of actual occurrence in 2021, the difference between the actual expected amount of related transactions of related parties and related parties in the proportion of similar amount to the amount of business in the expected period and the amount of easy content in the demand category
（％） （%）
Fenghuagao
Purchase from related departments and their original 49.99 40 1.14% 24.98%
Purchasing holding sub materials
Raw material company
Subtotal 49.99 40 1.14% 24.98%
Purchase solid 0 97 -- 100.00% from related electronic research
Assets purchased by the buyer
Subtotal of fixed assets 0 97 -- 100.00%
yield
Purchase 3827.10 3800 6.75% 0.71% from related haolaite
Optoelectronic products purchased by
Subtotal of products 3827.10 3800 6.75% 0.71% tide capital
Zhongkehong accepts 12.84 0.10% of the wechat services of the service network - annual report of 2021
Service holding subsidiary companies that accept the guarantee provided by the affiliated person of Guandong River Huanchang and its service 117.71 120 0.95% - 1.91% transaction advance (announcement)
Fenghuaxin entrusted agent 0.55 10 0.00% - 94.50% No. electrical processing 2021-00
Subtotal 131.10 130 - 0.85% (5)
Foshan photo
Xianglianming and its sales output 5192.89 12000 1.61% - 56.73%
Sales holding subsidiary
Products, suppliers and companies
product
Subtotal 5192.89 12000 1.61% - 56.73%
Provide inspection 0 21 -- 100.00% to associated haolaite
People provide photoelectric measurement services
Service subtotal 0 21 -- 100.00%
The related party transactions between the company and related parties in 2021 are estimated to be the preliminary judgment of the business department and the board of directors of the company on the business development, production and marketing plan, market demand and price of the daily related party transactions at that time, which is the explanation amount of the large difference in the upper limit of the possible business, However, due to the impact of the actual market conditions and changes in customer requirements, the company's related party transactions are expected to be different from the actual situation, which belongs to normal business behavior.
After verification, the independent directors of the business department evaluated and calculated the actual situation and expected transactions of the daily connected transactions based on the current market prospect, production and marketing plan and performance ability before the daily connected transactions of the company in the planned year. However, due to the changes of market and customer requirements, The company's related party transactions are expected to be different from the actual situation, which is in line with the actual situation of the company and the market. It is not caused by the company's subjective intention, does not affect the independence of the company, and does not damage the interests of the company and its shareholders.
2、 Related person introduction and relationship
1. Basic information and relationship of related parties
（1） Guang Dong Fenghua Advanced Technology (Holding) Co.Ltd(000636)
Legal representative: Wu Zelin
Registered capital: 895.23311 million yuan
Address: Fenghua Electronic Industry City, No. 18, Fenghua Road, Zhaoqing City, Guangdong Province
Business scope: research, development, production and sales of various types of high-tech new electronic components, integrated circuits, electronic materials, special electronic equipment and instruments and computer network equipment. High tech transfer and consulting services. Operate the mechanical and electrical products produced by the enterprise. Export and production of complete sets of equipment and related technologies, raw and auxiliary materials, mechanical equipment, instruments and meters, spare parts, spare parts and technology required for scientific research
