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洪田股份: 立信会计师事务所关于江苏洪田科技股份有限公司2024年年度报告的信息披露监管问询函的回复
Zheng Quan Zhi Xing· 2025-06-20 13:53
Core Viewpoint - Jiangsu Hongtian Technology Co., Ltd. has received an inquiry letter regarding its 2024 annual report, focusing on related party transactions and financial performance discrepancies [1]. Group 1: Related Party Transactions - The company reported related sales to Nord New Materials Co., Ltd. amounting to 426 million, 406 million, and 263 million in the last three years, representing 12%, 18%, and 29% of total annual sales respectively, indicating a continuous growth in related sales scale [1]. - The average selling price of lithium foil machines and cathode rollers sold to Nord is over 40% higher than those sold to non-related parties [1]. - The company has been asked to clarify the pricing basis, gross margins, costs, and expense composition of related sales, and whether the high pricing of related sales is fair [1]. Group 2: Financial Performance - The company reported operating revenues of 2.19 billion, 2.24 billion, and 1.37 billion over the last three years, with cash inflows from operating activities of 1.09 billion, indicating a significant gap between cash inflows and operating revenues [1]. - The net cash ratio for the last three years was 0.60, 0.02, and 0.21, with a cumulative net profit discrepancy of 336 million compared to net cash flow from operating activities [1]. - The company is required to explain the reasons for the significant difference between cash inflows and operating revenues, and whether there are any long-term unsettled transactions with Nord [1].
洪田股份: 关于上海证券交易所对公司2024年年度报告的信息披露监管工作函的回复公告
Zheng Quan Zhi Xing· 2025-06-20 13:47
Core Viewpoint - Jiangsu Hongtian Technology Co., Ltd. has received an inquiry letter from the Shanghai Stock Exchange regarding its 2024 annual report, indicating a focus on related party transactions and cash flow discrepancies [1]. Related Party Transactions - The company reported related party sales to Nord New Materials Co., Ltd. amounting to 263 million, 406 million, and 405 million yuan over the past three years, representing 12%, 18%, and 29% of total annual sales respectively, indicating a continuous growth in related party sales [1]. - The average selling price of lithium battery foil machines and cathode rollers sold to Nord is higher than that sold to non-related parties [1]. - The company’s credit policy for sales to Nord includes 40% prepayment, 35% upon delivery, 20% upon acceptance, and 5% as warranty [1]. Financial Performance - The company’s operating revenues for the past three years were 2.19 billion, 2.24 billion, and 1.37 billion yuan, with cash inflows from operating activities of 1.84 billion, 1.93 billion, and 1.09 billion yuan, showing a significant gap between cash inflows and operating revenues [1]. - The net cash ratio over the past three years was 0.60, 0.02, and 0.21, with a cumulative difference of 336 million yuan between net profit and cash flow from operating activities [1]. Pricing and Cost Analysis - The pricing basis for related party sales includes product cost, expected gross margin, market conditions, technical parameters, and delivery time [2]. - The average selling price for related party sales of lithium battery foil machines is 1.28 million yuan per unit, while the price for non-related parties is 950,000 yuan per unit [2]. - The company’s pricing strategy does not differentiate between related and non-related sales, relying on comprehensive factors for pricing decisions [3]. Product Specifications and Market Position - The company produces the world’s largest diameter lithium battery foil machine, which has led to higher costs and lower gross margins due to ongoing research and development [3]. - The company has pre-ordered a significant number of standard specifications for titanium rings, affecting the pricing of cathode rollers sold to related parties [4].
*ST精伦: 控股股东向精伦电子股份有限公司提供免息借款暨关联交易的公告
Zheng Quan Zhi Xing· 2025-06-20 13:47
Group 1 - The controlling shareholder, Mr. Zhang Xueyang, plans to provide a loan of 30 million yuan to the company, with a loan term from June 20, 2025, to September 30, 2025, at an interest rate of 0% [1][2] - This transaction constitutes a related party transaction but does not qualify as a major asset restructuring under the relevant regulations [1][2] - The loan is intended to support the company's operational development and meet its funding needs, thereby enhancing production capacity and sales revenue [2][3] Group 2 - The loan agreement specifies that the funds will be used to supplement the company's working capital, with no interest payments required [3] - The transaction reflects the support of the controlling shareholder for the company's business development and does not harm the interests of the company or its minority shareholders [3]
*ST创兴: 上海创兴资源开发股份有限公司关于公司向关联方申请借款暨关联交易的公告
Zheng Quan Zhi Xing· 2025-06-20 12:24
证券代码:600193 证券简称:*ST 创兴 公告编号:2025-039 上海创兴资源开发股份有限公司 关于公司向关联方申请借款暨关联交易的公告 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。 ? 上海创兴资源开发股份有限公司(以下简称"创兴资源"、 "本公司"、 "公 司")拟向公司关联方温岭市民投建设有限公司(以下简称"温民投建设")申请 不超过人民币 1,000 万元借款; ? 本次交易构成关联交易; ? 本次交易未构成重大资产重组。 ? 是否需要提交公司股东大会审议:否。 ? 过去 12 个月内,公司与温民投建设之间不存在交易类别相关的交易。 ? 本次关联交易用于满足公司经营发展需要,补充流动资金,不会影响公 司经营业务的正常开展,交易遵循客观、公平、公允的定价原则,不存在损害公 司及其股东特别是中小股东利益的情形,公司也不会因此对关联方形成依赖。 一、关联交易概述 (一)关联交易基本情况 为满足公司经营发展需要,补充流动资金,公司拟向温民投建设借款,具体 如下:借款总规模不超过人民币 1,000 万元,借款方分笔向 ...
世荣兆业: 关于向关联方借款暨关联交易的公告
Zheng Quan Zhi Xing· 2025-06-20 12:07
Group 1 - The company plans to borrow 100 million RMB from Zhuhai Dahongqin Group for daily operations, with a term of 3 months and an interest rate of 5%, secured by land use rights [1][4] - The borrowing constitutes a related party transaction as Zhuhai Dahongqin Group is an indirect controlling shareholder of the company [1][2] - The board of directors approved the borrowing with unanimous consent from independent directors, ensuring compliance with regulations [1][5] Group 2 - Zhuhai Dahongqin Group has a registered capital of approximately 1.021 billion RMB and is primarily involved in investment activities and enterprise management [2][3] - The group is undergoing a change in controlling shareholder to Zhuhai Zhuguang Group, while the actual controller remains the Zhuhai Municipal Government State-owned Assets Supervision and Administration Commission [3][4] - The financial indicators of Zhuhai Dahongqin Group include total assets, net assets, operating income, and net profit, with 2024 data audited and 2025 Q1 data unaudited [3] Group 3 - The financing interest rate is based on similar commercial bank loan rates, ensuring fairness and market compliance [4][5] - The purpose of the borrowing is to enhance the company's financing efficiency and support sustainable development without harming the interests of shareholders [5][6] - The total amount of various related transactions with the related party this year is 344,000 RMB [5]
*ST松发: 广东松发陶瓷股份有限公司第六届董事会第十次会议决议公告
Zheng Quan Zhi Xing· 2025-06-20 12:01
Core Viewpoint - The board of directors of Guangdong Songfa Ceramics Co., Ltd. has approved several proposals related to financial activities for the year 2025, including new related party transactions, borrowing limits, guarantees, and investment plans, which will be submitted for shareholder approval [1][2][3][5][6][7]. Group 1: Related Party Transactions - The board approved the estimated situation of new daily related party transactions for 2025, with the proposal receiving unanimous support from independent directors and the supervisory board [1][2]. Group 2: Borrowing and Guarantees - The company plans to apply for a new borrowing limit of up to RMB 15 billion from a controlling shareholder's related party, with an interest rate not exceeding the Loan Prime Rate (LPR) [2][3]. - A new guarantee plan for 2025 was proposed, with an estimated total guarantee amount not exceeding RMB 30 billion, covering guarantees for subsidiaries [3]. Group 3: Credit and Financial Management - The company intends to apply for a new comprehensive credit limit of up to RMB 50 billion and USD 20 million (or equivalent foreign currency) to support its operations and business expansion [3][4]. - A proposal to establish a management system for foreign exchange derivative trading was approved to enhance risk management and asset security [5]. Group 4: Investment Plans - The company plans to use its own funds for entrusted wealth management, with a maximum daily balance of RMB 500 million allocated for low-risk financial products [6]. - The board proposed to conduct foreign exchange derivative trading with an estimated balance not exceeding USD 1 billion for 2025 [6]. Group 5: Shareholder Meeting - The company has scheduled the second extraordinary general meeting of shareholders for July 7, 2025, to review the aforementioned proposals [7].
*ST松发: 广东松发陶瓷股份有限公司第六届监事会第七次会议决议公告
Zheng Quan Zhi Xing· 2025-06-20 12:01
Core Points - The company held its seventh meeting of the sixth supervisory board on June 20, 2025, with all three supervisors present, confirming compliance with legal and regulatory requirements [1][2]. - The supervisory board approved three key proposals, including the expected daily related transactions for 2025, additional borrowing from a controlling shareholder, and a new guarantee plan for 2025 [1][2]. Group 1: Daily Related Transactions - The supervisory board agreed that the expected daily related transactions for 2025 are normal market procurement and sales activities, adhering to legal and regulatory standards [1]. - The pricing for these transactions is based on equivalent compensation and fair market value, ensuring no harm to the company or minority shareholders [1]. Group 2: Borrowing and Guarantee Plans - The proposal for additional borrowing from a controlling shareholder was unanimously approved, indicating strong support from the supervisory board [2]. - A new guarantee plan for 2025 was also approved, which will be submitted for shareholder meeting review [2].
安泰科技: 安泰科技股份有限公司第九届监事会第一次临时会议决议公告
Zheng Quan Zhi Xing· 2025-06-20 11:42
Group 1 - The first meeting of the ninth Supervisory Board of Antai Technology Co., Ltd. was held on June 9, 2025, and the meeting's resolutions were legally compliant and did not harm the interests of the company and its shareholders [1][2] - The Supervisory Board approved the performance assessment for the second unlock period of the restricted stock incentive plan, confirming that the company-level performance targets were met, allowing a 100% unlock ratio for 240 incentive recipients [2] - Three individuals received a D-level assessment, resulting in a 0% unlock ratio for their second unlock period, and the company will repurchase their shares at the lower of the grant price or market price at the time of repurchase [2] Group 2 - The Supervisory Board reviewed the decision-making process for the investment in Hefei Steel Research Institute and confirmed that it complied with relevant laws and regulations, ensuring fairness and reasonableness in the transaction pricing [2] - The related party transaction was deemed to align with market rules and did not harm the interests of the company and its shareholders [2][3]
重庆百货: 重庆百货大楼股份有限公司2024年年度股东大会决议公告
Zheng Quan Zhi Xing· 2025-06-20 11:00
Meeting Overview - The shareholders' meeting of Chongqing Department Store Co., Ltd. was held on June 17, 2025, at the conference room on the 16th floor of No. 18, Youth Road, Yuzhong District, Chongqing [1] - A total of 64.4069% of the shares were represented at the meeting [1] Voting Results - All proposed resolutions were passed with significant majority votes, with A-shareholders showing overwhelming support, such as 99.9264% in favor of one resolution [1][2] - The voting method combined on-site and online voting, complying with the Company Law and Articles of Association [1] Related Transactions - The company is expected to engage in various related transactions with multiple entities, including Chongqing Rural Commercial Bank and others, which were also approved during the meeting [5][6] Legal Compliance - The meeting was deemed legally valid, with the presence of lawyers from Shanghai Zhonglian (Chongqing) Law Firm confirming that the meeting's procedures and resolutions complied with legal and regulatory requirements [7]
茂业商业: 茂业商业关于签署商业项目托管服务合同暨关联交易的公告
Zheng Quan Zhi Xing· 2025-06-20 10:59
Group 1 - The announcement details a related party transaction where Dazhonghua International Group intends to sign a commercial project management service contract with Shenzhen Maoye Commercial Management Co., a wholly-owned subsidiary of Maoye Commercial [1][2] - The total amount of the related party transaction is expected to not exceed 8 million yuan, and it has been approved by the company's board of directors and independent directors [2][8] - The management period for the entrusted projects will be three years from the actual opening date, with the first management cycle ending on June 17, 2028 [4][5] Group 2 - The three commercial projects involved are the Dazhonghua International Financial Center, Dazhonghua Global Trade Center, and Dazhonghua International Trading Plaza, with respective areas of 26,500 square meters, 51,000 square meters, and 155,500 square meters [4][5] - The financial performance of the related party, Dazhonghua International Group, shows total assets of approximately 1.175 billion yuan and a net profit of -33.68 million yuan for the last audited year [3][4] - The revenue sharing model stipulates that for the Dazhonghua International Financial Center and Dazhonghua International Trading Plaza, the revenue will be split 85% to the group and 15% to the management company, while for the Dazhonghua Global Trade Center, the split will be 90% to the group and 10% to the management company [5][6] Group 3 - The transaction is structured to enhance the company's operational performance without transferring asset ownership or bearing operational risks, thus not affecting the company's financial status or results [7][8] - The independent directors have unanimously agreed that the transaction is fair and does not harm the interests of the company or its minority shareholders [7][8] - The management services will include leasing, advertising promotion, and property management, with the management company responsible for ensuring the projects meet operational standards [6][7]