Workflow
关联交易
icon
Search documents
冠豪高新: 冠豪高新关于与诚通财务有限责任公司续签金融服务协议暨关联交易公告
Zheng Quan Zhi Xing· 2025-07-01 16:31
Core Viewpoint - The company intends to renew the Financial Service Agreement with Chengtong Finance Co., Ltd. for another three years, which includes deposit, settlement, credit, and other financial services [1][2][7] Summary by Sections Transaction Overview - The renewal of the Financial Service Agreement is based on principles of equality, voluntariness, and good faith, with no significant risks involved [1][2] - The transaction is classified as a related party transaction and has been approved by the independent directors and the board of directors, pending approval from the shareholders' meeting [1][2] Related Party Information - Chengtong Finance Co., Ltd. is controlled by China Chengtong Holdings Group, with the company holding a 10% stake in Chengtong Finance [2][3] - As of December 31, 2024, Chengtong Finance has total assets of 33.448 billion yuan, total equity of 6.747 billion yuan, and a net profit of 1.79 billion yuan for the year [3] Financial Service Agreement Details - Chengtong Finance will provide services including deposits, settlements, credit services, and other approved financial services [4][6] - The total credit limit for loans and interest is capped at 2 billion yuan, subject to adjustment based on the company's operational needs [4] - The pricing for services will align with the prevailing rates set by the People's Bank of China and major commercial banks [4] Purpose and Impact of Related Transactions - The agreement aims to enhance the company's capital utilization and improve funding efficiency, while also broadening financing channels and reducing costs and risks [7] - The transaction is not expected to harm the interests of the company or minority shareholders [7] Approval Process - The agreement has been reviewed and approved by the independent directors and will be submitted for approval at the shareholders' meeting, where related shareholders will abstain from voting [7]
卧龙新能: 卧龙新能重大资产出售暨关联交易实施情况报告书
Zheng Quan Zhi Xing· 2025-07-01 16:30
Core Viewpoint - The report outlines the implementation of a significant asset sale and related party transaction by Wolong New Energy Group Co., Ltd, involving the transfer of 90% equity in Shanghai Mining to its wholly-owned subsidiary, Zhejiang Wolong Shunyu Investment Co., Ltd [1][3][10]. Group 1: Transaction Overview - The transaction involves the sale of 90% equity in Shanghai Mining, which will no longer be included in the consolidated financial statements of the company post-transaction [5][6]. - The assessment date for the transaction is set for December 31, 2024, with the total assessed value of Shanghai Mining's equity being 226.9 million yuan, reflecting an increase of 41.66 million yuan, or 22.49% over the audited net assets of 185.24 million yuan [6][9]. - The transaction price was adjusted from 220.5 million yuan to 191.11 million yuan due to a cash dividend of 29.39 million yuan declared by Shanghai Mining [6][10]. Group 2: Nature of the Transaction - This transaction qualifies as a major asset restructuring under the relevant regulations, as the asset's revenue exceeds 50% of the company's total revenue for the previous fiscal year [8][9]. - The transaction is classified as a related party transaction since the buyer is a wholly-owned subsidiary of the company's indirect controlling shareholder [9][10]. - The transaction does not constitute a restructuring listing, as it does not involve issuing new shares or changing the company's control structure [10][11]. Group 3: Implementation Status - The necessary approvals for the transaction have been obtained from the board of directors, supervisory board, and shareholders, with no further approvals required [10][11]. - The transfer of the asset has been completed, and the transaction price has been paid in full by the buyer [11][12]. - There have been no changes in the management of either the company or the target company during the transaction process [11][12]. Group 4: Compliance and Legal Opinions - Independent financial and legal advisors have confirmed that the transaction complies with all relevant laws and regulations, and there are no significant legal obstacles to its implementation [14][15]. - All parties involved in the transaction have adhered to their commitments and agreements, with no violations reported [14][15].
卧龙新能: 中信建投证券股份有限公司关于卧龙新能源集团股份有限公司重大资产出售暨关联交易实施情况之独立财务顾问核查意见
Zheng Quan Zhi Xing· 2025-07-01 16:30
独立财务顾问 二〇二五年七月 独立财务顾问声明 中信建投证券股份有限公司接受卧龙新能源集团股份有限公司的委托,担任 本次卧龙新能源集团股份有限公司重大资产出售暨关联交易之独立财务顾问。根 据《公司法》《证券法》《上市公司重大资产重组管理办法》《公开发行证券的 公司信息披露内容与格式准则第 26 号——上市公司重大资产重组》《上海证券 交易所股票上市规则》等有关法律、法规的要求,按照证券行业公认的业务标准、 道德规范,本着诚实信用、勤勉尽责的态度,本独立财务顾问经过审慎调查,出 具本次重组实施情况的核查意见。 中信建投证券股份有限公司 关于 卧龙新能源集团股份有限公司 重大资产出售暨关联交易实施情况 之 独立财务顾问核查意见 释 义 本核查意见中,除非文义另有所指,下列简称和术语具有如下含义: 《卧龙新能源集团股份有限公司重大资产出售暨关联交易 报告书 指 实施情况报告书》 本独立财务顾问承诺并保证本次交易提供、披露的信息和相关文件的内容真实、 准确、完整,保证不存在虚假记载、误导性陈述或者重大遗漏,并愿意承担相应 的法律责任。 的专业意见与上市公司披露的文件内容不存在实质性差异。 所做出的任何投资决策而产生的 ...
中航机载: 中航机载2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-07-01 16:08
Core Viewpoint - The company is proposing to re-sign the "Entrustment Agreement" with AVIC Avionics Systems Co., Ltd. due to changes in company structure and business strategy after the merger, which necessitates a new agreement to manage certain enterprises and institutions [1][4]. Group 1: Entrustment Agreement Details - The new entrustment agreement will cover 20 entrusted units, with specific details on the units listed [2]. - The management fee for the entrusted units will be calculated as 0.03% of the audited annual revenue of the target company, based on the proportion of equity managed. If the target unit incurs a loss, no management fee will be charged for that year [2]. - The new agreement will take effect after approval by the shareholders' meeting and will last until December 31, 2026 [3]. Group 2: Authorization and Adjustments - The board of directors will be authorized to handle all matters related to the entrustment, including adjustments to the agreement and signing of supplementary agreements if necessary [4].
伟星股份: 关于购买控股股东所持邵家渡工业园的土地厂房暨关联交易事项完成的公告
Zheng Quan Zhi Xing· 2025-07-01 16:07
Group 1 - The company has completed the acquisition of land and factory buildings from its controlling shareholder, Weixing Group Co., Ltd., for a transaction price of 316.5867 million yuan (excluding tax) [1][2] - The purpose of the acquisition is to enhance the company's production and manufacturing capabilities in line with its strategic planning and business development needs [1] - The relevant asset has undergone the necessary registration changes, and the company has obtained the property rights certificate [1][2] Group 2 - The transaction has been fully completed as of the date of the announcement [2] - The company has made the remaining payment as agreed upon in the transaction [1][2] - The announcement was made following the approval from the company's board and the 2024 annual shareholders' meeting [1]
新化股份: 新化股份关于子公司关联交易的补充公告
Zheng Quan Zhi Xing· 2025-07-01 16:07
Core Viewpoint - The company Zhejiang Xinhua Chemical Co., Ltd. plans to transfer 24.5% of its subsidiary's shares in JianDe Gamma Management Consulting Partnership to other partners, with 17% going to the chairman, Mr. Ying Sibin, for a total price of approximately 2.25 million yuan, constituting a related party transaction [1][2][3] Summary by Sections Related Party Transaction Overview - The board approved the transfer of 24.5% of shares in JianDe Gamma Management Consulting Partnership, with 17% going to Mr. Ying Sibin for a total price of 2,249,429.88 yuan [1][2] - The transaction does not constitute a major asset restructuring [1] - The transfer price is based on the net asset value assessed by Kun Yuan Asset Appraisal Co., Ltd. as of May 31, 2025 [1][2] Purpose and Reason for the Transaction - The transaction aims to establish a long-term incentive mechanism to align the interests of the core team with the company's long-term development, particularly in the lithium extraction market [2] Related Party Information - Mr. Ying Sibin, the chairman of the company, is the related party involved in this transaction [3] Transaction Target Information - The target of the transaction is JianDe Gamma Management Consulting Partnership, a limited partnership with a registered capital of 3 million yuan, primarily engaged in management consulting services [4] Financial Information of the Transaction Target - As of December 31, 2024, the total assets of the target company are projected to be 1,323.19 million yuan, with total liabilities of 0, resulting in net assets of 1,323.19 million yuan [4] Valuation and Pricing - The assessed net asset value of JianDe Gamma Management Consulting Partnership is 11,517,727.91 yuan, with a total equity valuation of 12,366,540.29 yuan, reflecting an increase of 848,812.38 yuan, or a 7.37% increase [5][8] Contractual Details - The agreement specifies that the seller is Zhejiang Xinjia Chemical Co., Ltd. and the buyer is Mr. Ying Sibin, with the transaction price set at 2,249,429.88 yuan [8] Impact on the Company - The transaction amount is minor compared to the company's audited net assets, indicating minimal impact on the company's financial status and operational results [8]
连亏三年、百亿项目停滞,金浦钛业停牌收购实控人之女旗下公司
Xin Lang Cai Jing· 2025-07-01 11:11
Group 1 - Jinpu Titanium Industry (000545.SZ) has announced a suspension of trading starting July 1, 2023, due to a significant asset restructuring involving the acquisition of controlling stakes in Nanjing Lide Dongfang Rubber & Plastic Technology Co., Ltd. [1][3] - The acquisition is expected to be a major asset restructuring and related party transaction, but it will not constitute a reverse listing. The company plans to disclose the transaction details by July 15, 2023 [1][3]. - Nanjing Lide Dongfang is recognized as the only domestic enterprise for high-speed rail rubber hoses and a standard setter for automotive hoses, with sales revenue surpassing 1 billion yuan for the first time last year [3]. Group 2 - Jinpu Titanium Industry, established in 1989, primarily engages in the production and sales of titanium dioxide, being one of the earliest producers of sulfate titanium dioxide in China [4]. - In 2024, Jinpu Titanium reported revenues of 2.133 billion yuan, a decrease of 5.86% year-on-year, and a net loss of 244 million yuan, marking the third consecutive year of losses since 2022 [5][7]. - The company attributed its losses to weak market demand for titanium dioxide, price declines, and increased cost pressures due to raw material price fluctuations and stricter environmental regulations [7]. Group 3 - Jinpu Titanium's operating costs for the previous year were 2.079 billion yuan, down 4.68% year-on-year, while R&D expenses decreased by 7.1% to 76 million yuan [7]. - The company has announced plans to invest 10 billion yuan in projects to produce battery-grade iron phosphate and lithium iron phosphate, with a production capacity of 200,000 tons each [8]. - However, due to ongoing overcapacity in the domestic iron phosphate market, the company has paused its iron phosphate project despite having completed 65% of the construction progress as of April this year [9]. Group 4 - In the first quarter of 2024, Jinpu Titanium's revenue fell by 3.62% to 542 million yuan, with a net loss of 15.38 million yuan, widening the loss by 13.34 percentage points year-on-year [10]. - As of the end of the first quarter, the company's total liabilities reached 1.629 billion yuan, with a debt-to-asset ratio of 54.16%, an increase of over 8 percentage points compared to the same period last year [11]. - As of June 30, 2023, Jinpu Titanium's stock price was 2.77 yuan per share, reflecting a 4.53% increase, with a market capitalization of 2.734 billion yuan [12].
龙宇股份退市前召开股东大会,中小投资者现场要求实控人还钱
Nan Fang Du Shi Bao· 2025-07-01 10:57
Core Viewpoint - Shanghai Longyu Data Co., Ltd. announced its delisting and suspension of trading, effective July 3, 2025, following a shareholder meeting where significant concerns were raised regarding the management and financial practices of the company [1][4]. Group 1: Company Management and Governance - The actual controller, Xu Zengzeng, resigned from all positions due to personal and health reasons, raising questions about the suitability of family members in key management roles [1][8]. - Shareholders expressed concerns over the management's ability to lead the company, particularly in light of the significant financial mismanagement and the company's declining stock price from a peak of 51.5 yuan per share to 2.44 yuan [8][9]. Group 2: Financial Issues and Shareholder Concerns - The company faced a significant financial crisis, with a reported 917 million yuan in funds occupied by the controlling shareholders, leading to a non-standard audit opinion from its accounting firm [6][11]. - During the shareholder meeting, a proposal regarding daily related party transactions was rejected with 63.58% of votes against it, indicating strong opposition from shareholders concerned about potential continued financial misappropriation [4][5]. - Shareholders questioned the management about the company's net assets, which had dwindled to 3.326 billion yuan despite raising 3.834 billion yuan since its IPO in 2012 [8][9]. Group 3: Future Outlook and Commitments - The current management, represented by Liu Ce, indicated a willingness to repay the occupied funds when financially feasible, although no specific timeline or plan was provided [9][10]. - The company has previously committed to resolving the related party fund occupation issues and is in discussions with financial institutions and strategic investors [11].
海南瑞泽新型建材股份有限公司 第六届监事会第九次会议决议公告
Group 1 - The company held the 9th meeting of the 6th Supervisory Board on June 30, 2025, where all members participated and approved the proposal for extending loans to related parties [2][3] - The proposal to extend the loan to the related party was deemed necessary for the company's daily operations and business development, with the loan amount and interest rate remaining unchanged at 15 million RMB and 3.1% respectively [8][12] - The independent directors reviewed and approved the proposal before it was submitted to the board, ensuring compliance with relevant regulations [14][23] Group 2 - The company also held the 13th meeting of the 6th Board of Directors on June 30, 2025, where all directors participated and unanimously approved the same loan extension proposal [6][9] - The loan was originally issued to the Vice General Manager, Zhao Lixin, on December 30, 2024, for a period of three months, which has now been extended to September 30, 2025 [11][12] - The loan extension is classified as a related party transaction, and the company has ensured that it does not harm the interests of shareholders, particularly minority shareholders [17][21] Group 3 - The company provided guarantees for loans taken by its subsidiaries, Sanya Ruize Shuanglin Building Materials Co., Ltd. and Qionghai Ruize Concrete Distribution Co., Ltd., amounting to 10 million RMB each [27][28] - The guarantees are backed by collateral, including land use rights and properties owned by the company, ensuring the security of the loans [29][30] - The total external guarantee amount provided by the company and its subsidiaries is 1,683.23 million RMB, with an actual cumulative guarantee balance of 1,266.62 million RMB, representing 169% of the company's latest audited net assets [36]
环旭电子股份有限公司关于续签《房屋租赁协议》的公告
本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者重大遗漏,并对其内容 的真实性、准确性和完整性承担法律责任。 一、前次租赁情况 2021年7月1日,本公司与日月光封装测试(上海)有限公司(以下简称"日月光上海")签署《房屋租赁 协议》,协议有效期四年,房屋租赁每月租金为人民币416,760元(含税),并于2023年签署《房屋租 赁协议补充条款》,约定于2023年8月起房屋租赁价格调整为每月人民币333,408元(含税)。 上述房屋租赁的交易金额已包含在对应年度的日常关联交易预计金额中。 二、本次续签情况 证券代码:601231 证券简称:环旭电子 公告编号:2025-062 转债代码:113045 转债简称:环旭转债 环旭电子股份有限公司 关于续签《房屋租赁协议》的公告 鉴于前次《房屋租赁协议》及《房屋租赁协议补充条款》于2025年6月30日到期,公司拟与关联方日月 光上海续签《房屋租赁协议》,租赁房屋每月租金合计为人民币333,408元(含税),租赁期限为期4 年。 上述房屋租赁于2025年度预计发生的交易金额业经第六届董事会第十七次会议及2024年度股东大会审议 通过,详见《关于20 ...