Runhe materials: verification opinions of Dongxing Securities Co., Ltd. on the company's daily related party transactions in 2020
Time: March 4, 2020 18:51:47
Original title:
Moistening material
:
Dongxing Securities
Verification opinions of joint stock limited company on the company's forecast of daily connected transactions in 2020
Dongxing Securities
Verification opinions of Ningbo Runhe High Tech Materials Technology Co., Ltd. on the prediction of daily connected transactions in 2020
Dongxing Securities
Limited liability company (hereinafter referred to as“
Dongxing Securities
”As Ningbo Runhe High Tech Materials Technology Co., Ltd. (hereinafter referred to as "the sponsor")“
Moistening material
”"The company") is the sponsor of initial public offering of shares, listing on the growth enterprise market and continuous supervision, in accordance with the measures for the administration of securities issuance and listing recommendation business, the guidelines for recommendation work of listed companies of Shenzhen Stock Exchange, the rules for listing on the growth enterprise market of Shenzhen Stock Exchange, the guidelines for standardized operation of listed companies on the growth enterprise market of Shenzhen Stock Exchange, etc It is stipulated that the expected daily related transactions of Runhe materials in 2020 are checked as follows: 1. Basic information of daily related transactions 1. Expected daily related transactions category and amount related transactions category related transactions content related transactions pricing principle related transactions amount (yuan) incurred as of January 31, 2020 Amount incurred in the previous year (yuan) market price for purchasing raw materials from related parties such as Hubei Xingrui silicon material Co., Ltd. DMC ≤ 90000000.00 1450883.24 15835267.59 market price for purchasing DMC from Shandong Dongyue silicon material Co., Ltd. 0
New Asia strong
Market price of M1 purchased by silicon Chemical Co., Ltd. is 0 3507001.83, and the market price of Ye Jianping and Yu Caijuan's real estate rented from related parties is ≤ 550000.00, 30000.00, 360000.00, and the market price of advertising services provided by related parties is ≤ 100000.00, 21, 509.42 according to the above forecast of daily related party transactions in 2020, the company will, in the actual operation process, comprehensively consider the supplier's product quotation, product quality, supply cycle and other factors to finally determine the supplier and sign the corresponding contract. 2. Actual occurrence of daily related transactions in the previous year actual amount of related transactions of related parties in the previous year (yuan) estimated amount (yuan) proportion of actual amount in the same business (%) difference between actual amount and estimated amount (%) disclosure date and index purchasing raw materials from related parties purchasing DMC from Hubei Xingrui silicon materials Co., ltd.15835, 267.59 ≤ 50000000.00 3.62% - 61.32% published on cninfo.com on April 23, 2019《
Moistening material
Announcement on prediction of daily related party transactions in 2019 (Announcement No.: 2019-012) purchase of DMC by Shandong Dongyue organic silicon material Co., Ltd. 0
New Asia strong
Silicon Chemical Co., Ltd. purchases properties such as M1, etc. 3507001.83, 0.80% of which are rented from related parties Ye Jianping and Yu Caijuan, 360000.00 ≤ 550000.00, 34.16% - 34.55% of which provide advertising services for organosilicon materials magazine, 21509.42 ≤ 100, 000.00 0.86% - 78.49% of the company's board of directors' explanation on the large difference between the actual situation and the expected situation of the daily connected transactions In 2019, there is a difference between the actual amount and the expected amount of the daily related transactions between the company and the above-mentioned related parties. The main reason is that the occurrence of the daily related transactions between the company and the related parties is based on the actual market demand and business development, and the company makes appropriate adjustments to the relevant transactions according to the actual situation. All of the above differences are normal business activities and will not have a significant impact on the company's daily operation and performance. The company's daily related party transactions are in line with the actual production situation of the company, and the transaction pricing is fair and reasonable, which does not damage the interests of the company and all shareholders, especially the minority shareholders. Explanation of the significant difference between the actual situation and the expected situation of the daily connected transactions of the independent directors of the company According to the audit, the difference between the actual situation and the expected situation of the company's daily related transactions in 2019 is a normal operation behavior, which has no significant impact on the company's daily related transactions and performance. The company's daily related transactions are in line with the company's actual production and operation situation, and the transaction pricing is fair and reasonable, which does not damage the interests of the company and all shareholders, especially the small and medium shareholders. 2、 Introduction and relationship of related parties 1. Related party: Hubei Xingrui silicon material Co., Ltd. Name: Hubei Xingrui silicon material Co., Ltd. unified social credit Code: 91420500670369106j legal representative: Li Shubing registered capital: 60, Address of the company: no.66-2, Yiting Avenue, Yiting District, Yichang City Business scope: sodium hydroxide, liquid chlorine, hydrogen, hydrochloric acid, sodium hypochlorite, bleaching powder concentrate, dimethyldichlorosilane, methyltrichlorosilane, methyldichlorosilane, trimethylchlorosilane, octamethylcyclotetrasiloxane, chloromethane, methylchlorosilane, dimethylsiloxane mixed ring, hexamethylcyclotrisiloxane, flake alkali, slurry, hydrolysate, high boiling matter, low boiling matter Production and sales of potassium hydroxide and sulfuric acid products (valid until January 3, 2020); sales of chlorine, potassium permanganate, liquid ammonia, naphtha, crude benzene, toluene, chlorobenzene, xylene, styrene, methanol, acetone, methylethyl ketone, sulfuric acid, o-cresol, potassium nitrate, hydrochloric acid (valid until January 13, 2022, without storage facilities for trading); sales of other chemical products (its See the above business scope for medium and dangerous chemicals; production and sales of food additives, other fine phosphorous chemical products, organosilicon and organosilicon downstream products, new polymer materials, organosilicon rubber, sealant, adhesive, cross-linking agent (excluding dangerous chemicals and products restricted by the state); mechanical equipment and accessories, electronic products, building materials, metal silicon, ceramics Sales of products, labor protection articles, hardware and electrical appliances, class I medical devices, daily necessities, mineral products, coke, plastic products and raw materials (excluding dangerous explosive chemicals and the varieties restricted by the state); research and development, achievement transfer, technical consultation and service (excluding dangerous explosive chemicals and the varieties restricted by the state) of silicon material technology, chemical industry and new environmental protection technology products ）; mechanical equipment (excluding special equipment maintenance) repair, maintenance, loading, unloading and handling services; self support and agent import and export business (except for commodities restricted or prohibited by the state); land, housing, mechanical equipment leasing (items subject to approval according to law can only be operated after approval of relevant departments). The latest financial data of Hubei Xingrui silicon material Co., Ltd. cannot be obtained by the company. Related relationship with the company: Hubei Xingrui silicon material Co., Ltd. is a holding subsidiary of Hubei Xingfa Chemical Group Co., Ltd. (600141. SH), and Hubei Xingfa Chemical Group Co., Ltd. is a company in which Yang Xiaoyong, the independent director of the company, serves as the independent director of the company since November 2015. According to the Listing Rules of gem shares of Shenzhen Stock Exchange 》According to 10.1.3, 10.1.5 and 10.1.6, Hubei Xingrui is currently an associated legal person of the company. Performance capacity analysis: Hubei Xingrui silicon material Co., Ltd. continues to operate in accordance with the law, with normal production and operation and good financial condition. This related party transaction is necessary for its normal operation and production, and there is no risk of failure to perform normally. 2. Related person: Shandong Dongyue silicone material Co., Ltd. Company Name: Shandong Dongyue silicone material Co., Ltd. unified social credit Code: 91370300796166056f legal representative: Zheng Jianqing registered capital: 90, Address of the company: Lizhai village, Tangshan town, Huantai County, Zibo City Business scope: production and sales of methyldichlorosilane (mEH), trimethylchlorosilane (me3), methyltrichlorosilane (MEL), sulfuric acid, hydrochloric acid, dimethyldichlorosilane (me2), silica powder [amorphous] (intermediate product), methylchlorosilane mixed monomer (dimethyldichlorosilane ≥ 82%, methyltrichlorosilane ≥ 7%, trimethylchlorosilane ≥ 5%, methyldichlorosilane ≥ 3%) (intermediate products) (the above term of validity shall be subject to the license); wholesale sales of methanol (for operation without storage facilities, the term of validity shall be subject to the license). Production and sales of organosilicon monomers, organosilicon intermediates, silicon dioxide and silicone oil, silicone rubber, silicone resin, silane series and other deep-processing products and other self-produced by-products (excluding hazardous chemicals). Import and export of goods (for items subject to approval according to law, business activities can only be carried out after approval of relevant departments). The latest financial data of Shandong Dongyue silicone material Co., Ltd. cannot be obtained by the company. Related relationship with the company: Shandong Dongyue organic silicon material Co., Ltd. is a holding subsidiary of Dongyue Group Co., Ltd. (00189. HK). Dongyue Group Co., Ltd. is a company in which Yang Xiaoyong, an independent director of the company, serves as an independent director of the company since November 2015. According to the Listing Rules for gem shares of Shenzhen Stock Exchange, 10.1.3, 10.1.5 and 10.1 Shandong Dongyue is currently an associated legal person of the company. Performance capacity analysis: Shandong Dongyue organosilicon material Co., Ltd. continues to operate in accordance with the law, with normal production and operation and good financial condition. This related transaction is necessary for its normal operation and production, and there is no risk of failure to perform normally. 3. Related person:
New Asia strong
Silicon Chemical Co., Ltd. Name:
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Unified social credit code of silicon Chemical Co., Ltd.: 91321300696772593d legal representative: Chu Yajun registered capital: 11, 6.67 million yuan company address: No.3 Jingwu Road, Suqian ecological Chemical Technology Industrial Park Business scope: hexamethyldisilazane, hexamethyldisiloxane, heptadisilazane, trimethyliodosilane, methylvinyldichlorosilane, trimethylethoxysilane, dimethyl diethoxysilane, tetramethyldivinyldisilazane, dimethylvinylethoxysilane, tetramethyldivinyldisiloxane, piperazine, chlorine Manufacturing of ammonium chloride, sodium chloride, methanol, ethanol, hydrochloric acid, phenylchlorosilane, Phenyltrichlorosilane, Diphenyldichlorosilane, benzene, phenylsilicone resin, phenylsilicone rubber, phenylsilicone oil, phenyltrimethoxysilane, phenyltriethoxysilane, Diphenyldimethoxysilane, diphenyldiethoxysilane (the project shall be reported to the relevant supervision and management department for filing); chemical industry Wholesale and retail of goods (excluding hazardous chemicals), building materials, metal materials, hardware, class II electromechanical (excluding automobiles), agricultural and sideline products (those involving special national approval in business scope can only be operated after obtaining approval); import and export business of all kinds of goods and technologies (excluding those restricted or prohibited by the state); chemical industry Technical consultation, technical services and technology transfer in the field of industry. (for projects subject to approval according to law, business activities can be carried out only after approval of relevant departments).
New Asia strong
The latest financial data of silicon Chemical Co., Ltd. cannot be obtained by the company. Relationship with the company:
New Asia strong
Silicon Chemical Co., Ltd. is a company in which Yang Xiaoyong, an independent director of the company, serves as an independent director of the company since November 2015. According to 10.1.3, 10.1.5 and 10.1.6 of Shenzhen Stock Exchange's GEM Listing Rules,
New Asia strong
Silicon is currently associated with the company