Announcement on the Progress of the Company's Foreign Investment and the Entry into Force of the Agreement
Release time:
2020-08-05
Securities Code: 600668 Securities Abbreviation: Jianfeng Group Announcement No.: Pro 2019-005
Bond Abbreviation: 13 Peak 02 Bond Code: 122344
Zhejiang Jianfeng Group Co., Ltd.
Announcement on the Progress of the Company's Foreign Investment and the Effectiveness of the Agreement
The Board of Directors and all directors of the Company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and shall bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Overview of 1. Foreign Investment
2018 December 29th , the 9th meeting of the 10th Board of Directors of Zhejiang Jianfeng Group Co., Ltd. (hereinafter referred to as "the Company") passed the "Proposal on the Company's Foreign Investment". The Company intends to invest 3166.73 yuan to acquire all 100 of the shares of Guizhou Huangpinggu Longmingchuan Cement Co., Ltd. (hereinafter referred to as "Guizhou Mingchuan Company" or "Target Company"). After the completion of the acquisition, Guizhou Mingchuan Company will become a wholly-owned subsidiary of the Company, and the Company intends to invest 0.1 billion yuan separately to increase the capital of the target company to 0.15 billion yuan of registered capital. The target company will continue to invest about 0.65 billion yuan to build a new dry cement production line with a daily output of 4500 tons of cement clinker (with waste heat power generation). On the same day, the Company signed the Equity Transfer Agreement with Luan Chunhua, Gao Zhimin and Sichuan Mingchuan Chengyu Electromechanical Equipment Co., Ltd., the former shareholders of Guizhou Mingchuan Company. For details, please refer to the Announcement on Foreign Investment of the Company (P.2019 -002) disclosed by the Company on January 3, 2019 . 2. Progress
(I) 2019# On February 26, 42, the Company (Party A) went through relevant handover procedures with Luan Chunhua, Gao Zhimin, Sichuan Mingchuan Chengyu Electromechanical Equipment Co., Ltd. (collectively referred to as Party B and former shareholders) and Guizhou Mingchuan Company (target company) and signed the Handover Settlement Agreement. The main contents of the agreement are as follows:
1 , Handover Basis
(1 ) A, B and the Subject Company signed the Equity Transfer Agreement on December 29, 2018 (hereinafter referred to as the "Equity Transfer Agreement");
(2 ) "Asset Appraisal Report" issued by Kunyuan Asset Appraisal Co., Ltd. (Kunyuan Appraisal Report [2018] No. 639) and "Audit Report" issued by Tianjian Certified Public Accountants Tianjian Audit [2018
] No. 7835. 2 , handover reference date
The reference date for this handover is February 18, 2019 .
3 , Adjustment of Equity Transfer Payment
As of the handover reference date, Party B has not handed over your HBD *** vehicle under the appraisal report, and the appraisal value of the vehicle is 55630 yuan. According to the provisions of the Equity Transfer Agreement, the adjusted amount of assets not transferred this time is 55630 yuan, so the equity transfer amount after this transfer is adjusted to 31.61157 million yuan.
4 , Suspended Payment
In view of the fact that some handover matters need to be further completed, Party B agrees that Party A shall suspend payment of 3 million yuan in the first batch of payment under Article 3.2.1 of the Equity Transfer Agreement. On the premise that Party B completes all handover matters on schedule and does not reduce the rights and interests of the subject company, Party A agrees to pay the deferred payment. If Party B fails to complete all the handover matters on schedule, Party A has the right to continue to withhold the payment until all the handover matters are completed. The expenses incurred in order to complete the transfer shall be borne by Party B, and if the subject company has paid or advanced, Party A shall have the right to deduct from the deferred payment, and if the deduction is insufficient, it shall continue to recover in accordance with the relevant provisions of the Equity Transfer Agreement.
As of the (II) announcement date, all the shares of the target company held by the original shareholders have been transferred to the company and the industrial and commercial change registration procedures have been completed. The company has already held 100 shares of the target company.
At this point, the conditions for the entry into force of the Equity Transfer Agreement entered into between the Company and the original shareholders and the Subject Company on December 29, 2018 have been met and the Agreement has come into effect.
At present, the Company is in the process of increasing the capital of the target company and promoting the construction of the project. The company will be in accordance with the requirements of laws and regulations, timely disclosure of progress. Investors should pay attention to investment risks.
3. Reference Document, Handover and Settlement Agreement
2 , Business License, Industrial and Commercial Registration Data
This is to announce
Zhejiang Jianfeng Group Co., Ltd.
Board of DirectorsFebruary 27, 2019
More information
News from our newspaper The recently published national periodical "Building Materials Development Orientation" uses the corporate image photo of Yunnan Jianfeng Cement Company on the cover; the "13th China Yunnan Pu'er Tea International Expo and Fair" held on August 26-28 During the period, the local mainstream media "Pu'er Daily" also used a large amount of space to publicize the achievements of Yunnan Jianfeng in many aspects. Since it was put into production, the company has strengthened its image publicity through various channels, and the social influence of the company has been continuously improved. As a relatively late cement enterprise in southwest Yunnan, Yunnan Jianfeng has always attached great importance to the construction of corporate culture and image promotion. "Building Materials Development Orientation" magazine is sponsored by the China Building Materials Industry Economic Research Association and other units. It is the only comprehensive scientific and technological journal of building materials in the country. It takes technological innovation, management innovation, and market innovation as its purpose, and takes the national, orientation, and novelty as its goal. It has a relatively wide influence on the high-level managers and engineering and technical personnel of the building materials industry and enterprises. China Yunnan Pu'er Tea International Expo is an international exhibition co-sponsored by the Ministry of Agriculture and the People's Government of Yunnan Province. During this period, seizing the opportunity to promote enterprises is conducive to breaking through geographical limitations and gaining a wider impact. In the daily publicity work, Yunnan Jianfeng also cooperated with Pu'er TV station to broadcast the corporate image propaganda film in prime time after the news broadcast, and used self-media such as "Pu'er on the Cloud" to promote the spirit of Jianfeng enterprise. Every year during the Spring Festival, the company will expand its reputation through Xishuangbanna TV Station and Pu'er TV Station in the form of New Year greetings. With Yunling High-speed Media, Today's Biography
2020
07-30
The international business standard for apple extract, which was presided over by Tianjin Jianfeng Natural Products Company as the team leader, was finally revised a few days ago and officially released and implemented on July 1. Plant extracts are widely used in food, medicine and chemical industry, and are the main force in the export of traditional Chinese medicine products in China. In recent years, as the United States and other countries have become more and more stringent in the import supervision of plant extracts, my country's plant extract products have ended the rapid growth of exports for many years and entered a period of adjustment. The entire industry urgently needs to improve the quality level and establish and improve industry standards. Otherwise, in the international market generally improve the quality of food and drug regulatory standards of the environment, China's plant extract industry standards are not perfect, compatibility with international standards is not strong, resulting in exports are easily affected. Faced with the dual pressure of strengthening international supervision and weak exports, since 2012, the China Medical Insurance Chamber of Commerce has organized domestic outstanding plant extract companies to jointly develop the "International Business Standards for Plant Extracts. Since the first batch of international business standards for plant extracts were formulated and released in 2013, it has played a good role in promoting the development of the entire extract industry. The formulation and launch of plant extract standards conform to the trend of formulating competitive group standards proposed by the National Standards Committee, and fill the gaps in national standards and industry standards. It is not only conducive to plant extract companies to open up domestic and foreign markets, but also create a good The industry environment plays a huge role. At present, business standards have become one of the considerations for relevant international customers to measure product quality, and even become a reference for inspection and quarantine at some ports.
2020
07-31
The first payment of peak 2013 corporate bonds is completed.
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2020
07-31
Natural products companies through Europe and the United States two organic certification
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2020
07-30
Natural products companies through Europe and the United States two organic certification
On April 30, Tianjin Jianfeng Natural Products Company's apple and ginseng series extract products obtained EU organic certification (EC) and US organic certification (NOP) certificates respectively. EU Organic Certification (EC) is the European inspection and certification body for organic products, with the qualification of identifying whether organic products meet the standards of Europe, Japan and the United States. The EC certificate mark is one of the most authoritative organic certification certificates in the world today. It is trusted by consumers and the organic industry. It has great credibility in the international market and is the guarantee for Chinese organic products to enter almost all organic markets in the world. American Organic Certification (NOP) is the most authoritative organic certification in the United States. Any manufacturer and distributor who intends to sell organic products in the United States market must pass the certification of American organic NOP, and the certification of NOP is signed by the American Bureau of Agriculture. Qualified, organic ingredient suppliers must also be certified by NOP. In the European and American markets, products with EC and NOP certification marks mean that they have the guarantee of high quality and high credibility. They are safe and assured organic products, and they are easier to gain the trust of consumers. Since its establishment, the natural products company has been facing the international market, and with the improvement of domestic and foreign consumers' demand and standards for organic products, it has continuously strengthened quality management, continuously introduced new organic products, and won the trust of consumers. Prior to this, natural products company's plant extracts, plant pigment products have entered the European and American markets, won the trust of many customers, the apple, ginseng two series of products obtained the European Union and the United States organic certification, to the peak of natural products.
2020
07-31
Natural products companies through Europe and the United States two organic certification
On April 30, Tianjin Jianfeng Natural Products Company's apple and ginseng series extract products obtained EU organic certification (EC) and US organic certification (NOP) certificates respectively. EU Organic Certification (EC) is the European inspection and certification body for organic products, with the qualification of identifying whether organic products meet the standards of Europe, Japan and the United States. The EC certificate mark is one of the most authoritative organic certification certificates in the world today. It is trusted by consumers and the organic industry. It has great credibility in the international market and is the guarantee for Chinese organic products to enter almost all organic markets in the world. American Organic Certification (NOP) is the most authoritative organic certification in the United States. Any manufacturer and distributor who intends to sell organic products in the United States market must pass the certification of American organic NOP, and the certification of NOP is signed by the American Bureau of Agriculture. Qualified, organic ingredient suppliers must also be certified by NOP. In the European and American markets, products with EC and NOP certification marks mean that they have the guarantee of high quality and high credibility. They are safe and assured organic products, and they are easier to gain the trust of consumers. Since its establishment, the natural products company has been facing the international market, and with the improvement of domestic and foreign consumers' demand and standards for organic products, it has continuously strengthened quality management, continuously introduced new organic products, and won the trust of consumers. Prior to this, natural products company's plant extracts, plant pigment products have entered the European and American markets, won the trust of many customers, the apple, ginseng two series of products obtained the European Union and the United States organic certification, to the peak of natural products.
2020
07-31