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浙江正裕工业股份有限公司 关于购买资产暨关联交易的公告
Core Viewpoint - The company plans to purchase machinery and equipment from Taizhou Yuxin Precision Machinery Co., Ltd. for a total price of RMB 44.063 million (excluding VAT), based on assessed market value [1][3][12]. Summary by Sections 1. Overview of Related Transactions - The transaction aims to enhance the company's self-production capabilities for core components, specifically for producing piston rods used in automotive suspension systems [3]. - The purchase price is determined based on an asset evaluation conducted by Kunyuan Asset Appraisal Co., Ltd., with a valuation date of November 30, 2025 [3][8]. 2. Transaction Details - The transaction has been approved by the company's board and relevant committees, with a unanimous vote of 7 in favor [4]. - The transaction does not require shareholder approval as it does not exceed 5% of the company's latest audited net assets [4][19]. 3. Seller Information - Taizhou Yuxin is a subsidiary in which the company holds a 20% stake, and the transaction is treated as a related party transaction for prudence [5]. 4. Asset Information - The assets being purchased include various machinery such as centerless grinders and CNC lathes, which are essential for producing piston rods [6][7]. - The assets have a clear ownership status with no encumbrances or legal disputes affecting the transfer [6]. 5. Financial Information of the Assets - The original value of the assets is RMB 56.3712 million, with accumulated depreciation of RMB 15.7501 million as of the evaluation date [7]. 6. Pricing and Valuation - The transaction price of RMB 44.063 million is based on the asset evaluation and is deemed fair and reasonable, with no discrepancies between the transaction price and the assessed value [12]. 7. Contractual Details - The payment structure includes an initial 20% payment within 5 working days of signing, followed by 30% upon asset delivery and acceptance, and the remaining 50% within three months after delivery [14]. 8. Impact on the Company - The acquisition is expected to improve production efficiency and reduce costs, thereby benefiting the company's financial health without adversely affecting shareholder interests [18]. - The transaction will not lead to management changes or competitive conflicts within the industry [18].