Jianfeng Group Pro 2015-007 (Jianfeng Group Daily Related Party Transaction Announcement)
Release time:
2020-08-05
Securities Abbreviations: Jianfeng Group Securities Code: 600668 No.: Pro 2015-007
Bond Abbreviations: 13 Peak 01 Bond Code: 122227
Bond Abbreviations: 13 Peak 02 Bond Code: 122344
Zhejiang Jianfeng Group Co., Ltd.
Regular Related Party Transaction Announcement
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 .
Basic Information of 1. Daily Related Party Transactions
Review Procedures for Implementation of (I) Daily Related Party Transactions
Jinhua Pharmaceutical Co., Ltd. (hereinafter referred to as "Jinhua Pharmaceutical Company") purchases drugs from related party Tianjin Tianshili Pharmaceutical Marketing Group Co., Ltd. (hereinafter referred to as "Tianshili Marketing Group"). It is estimated that the purchase amount in 2015 will be between 0.5 and 5% of the company's audited net assets at the end of 2014 (no more than 103.0351 million yuan). Therefore, this related party transaction needs to be submitted to the board of directors for deliberation, but does not need to be submitted to the general meeting of shareholders for deliberation.
On April 17, 2015, the company held the second meeting of the ninth board of directors. All nine directors of the company attended the meeting in person. The related directors Mr. Jiang Xiaomeng and Mr. Du Zihong avoided voting on the proposal, which complied with the relevant provisions of the "Company Law" and the "Articles of Association", and the resolutions made were legal and effective. After deliberation and voting, the board of directors deliberated and passed the daily related party transaction proposal with 7 votes in favor, 0 votes against and 0 abstention.
The independent directors of the company reviewed the matter in advance and agreed to submit the proposal to the second meeting of the ninth board of directors of the company for deliberation. The independent directors of the company expressed their independent opinions on the adoption of the proposal by the board of directors, and believed that the formation of the resolution complied with the "Company Law", the company's "Articles of Association" and other relevant provisions, and did not harm the interests of small and medium shareholders.
Forecast and Implementation of (II)'s Last Daily Related Party Transaction
The Company issued a public announcement on April 15, 2014. It is estimated that the amount of drugs purchased by Jinhua Pharmaceutical Company from Tianshili Marketing Group in 2014 will be between 0.5 and 5% (between 8.685 million yuan and 86.8499 million yuan) of the Company's audited net assets at the end of 2013. The actual amount incurred in 2014 was 14.6314 million yuan, accounting for 2.13 percent of the amount of similar transactions, which did not exceed the expected range.
2. Related Party Introduction and Association Relationship
(I) the basic situation of related parties.
1. Jinhua Pharmaceutical Company: Established in January 1994, its domicile is located at 1180 Huancheng East Road, Jinhua City, its legal representative is Jin Xuecai, and its registered capital is 22 million yuan, of which: the company accounts for 10%, Zhejiang Jianfeng Pharmaceutical Co., Ltd., its holding subsidiary, accounts for 90%, and its main business is drug management. Wholesale and retail of prepackaged food; dangerous chemicals and medical devices; chemical reagents (except dangerous goods); glass and products; textiles, clothing and household daily necessities (except dangerous goods); fitness equipment supplies; computers, software and auxiliary equipment; wholesale and retail of teaching molds; exhibition services; medical information services; branches operate with valid certificates: purchase and processing of traditional Chinese medicine. The drug business license mainly includes: sales of proprietary Chinese medicines, Chinese medicinal materials, Chinese medicinal tablets, chemical preparations, chemical raw materials, antibiotics, biochemical drugs, biological products, narcotic drugs, psychotropic drugs, etc. The audited net profit for 2014 was 6.5056 million yuan, the net assets at the end of 2014 was 73.169 million yuan, and the liabilities were 237.9614 million yuan.
2, Tianshili Marketing Group: The company was established in 1999 February. The company's domicile is Tianshili Modern Chinese Medicine City, Xinyibai Avenue, Beichen Science and Technology Park, Tianjin, with its legal representative Yan Kaijing and registered capital of 25900 yuan, the business scope is the wholesale of Chinese herbal pieces, Chinese medicinal materials, Chinese patent medicines, chemical raw materials and their preparations, antibiotics, biochemical drugs, biological products, and diagnostic drugs; chemical raw materials ( except hazardous chemicals and precursor drugs ) , Wholesale and retail of cosmetics, daily chemical products, packaging materials and containers, plastic products, molds, and plastic raw materials; health food (hard capsules, soft capsules, granules, tablets, oral liquids, tea bags, health wine) wholesale and retail; disposable sterile syringes (needles), infusion sets (needles), corneal contact lenses and nursing solutions, medical polymer materials and products, physical therapy and rehabilitation equipment, medical hygiene materials and dressings, Chinese medicine equipment, general diagnosis equipment, Ward care equipment and appliances, household blood glucose meters and test strips, pregnancy diagnosis test strips, condoms wholesale; self-employed and agent of all kinds of goods and technology import and export business, but the state restricts the company to operate or prohibits the import and export of goods and technology, operating feed processing and "three to one supplement " business, operating trade and re-export trade, pre-packaged food wholesale and retail. The net profit attributable to the parent company in 2014 was 16,080.14 yuan, The net assets attributable to the parent company at the end of 2014 were 9,234.05 yuan, and the liabilities were 482,239.84 yuan.
The relationship between the (II) and the listed company
Because Tianshili Marketing Group is the holding subsidiary of Tianshili Pharmaceutical Group Co., Ltd., and Tianshili Pharmaceutical Group Co., Ltd. is the holding subsidiary of Tianshili Holding Group Co., Ltd. (hereinafter referred to as "Tianshili Group"), tasly Group is an associate of the Company and the Company has two directors who are also directors of Tasly Group, so Jinhua Pharmaceutical Company is related to Tasly Marketing Group.
(III) The amount of related party transactions in 2014 was 14.6314 million yuan, accounting for 2.13 percent of the amount of similar transactions. The implementation was good and there were no disputes.
Main Contents and Pricing Policy of 3. Related Party Transaction
Jinhua Pharmaceutical Company plans to continue to purchase drugs from Tianshili Marketing Group for sale this year. The main contents of this related party transaction are as follows:
(1) Transaction Target: Compound Danshen Dripping Pills, Yangxue Qingnao Granules, etc.
(2) Transaction Price: Agreement Price.
(3) settlement method: full payment according to the sales amount of last month.
(4) Agreement Validity Period: The validity period of the agreement signed by the above-mentioned related parties is 1 year from the date of signature by the legal representatives or authorized representatives of both parties.
(5) Other matters: If there is a major change in the content of this related party transaction during the implementation of the agreement, the company will disclose it in accordance with relevant regulations, and investors are requested to pay attention.
Purpose of 4. Related Party Transaction and Impact on Listed Companies
This related party transaction is to use Jinhua Pharmaceutical Company's existing sales network in Zhejiang Province to purchase drugs from Tianshili Marketing Group for distribution and sales, thus expanding Jinhua Pharmaceutical Company's business scope, further enhancing the Company's market influence and enhancing the Company's marketing capability. At the same time, Tasly Marketing Group is an indirect holding subsidiary of the Company's associates, and the expansion of its sales channels has increased the scale of corporate sales. The connected transaction will not harm the interests of the Company or the minority shareholders.
hereby announce
Zhejiang Jianfeng Group Co., Ltd.
Board of Directors
April 21, 2015
More information
Spike Cable Enters South American Market
Recently, a batch of 2100-pair communication cables produced by Peak Cable Company for Venezuelan customers have been completed and will be shipped in cabinets. This is the company's first export business in the South American market. In recent years, under the general trend of "light in and copper out" in the domestic market, Jianfeng Cable Company has taken the initiative to open up foreign markets that still use copper-core communication cables. While making use of its own production advantages to actively cooperate with domestic industry and trade enterprises to carry out foreign trade processing of communication cables, it has made great efforts to expand its own export business through foreign trade platforms and participation in exhibitions. Since the beginning of this year, the cable company has overcome the adverse effects of the new coronary pneumonia epidemic, actively looking for foreign customers for business negotiations, and won orders from Vietnamese customers shortly after the resumption of work. It is understood that in all the export business of cable companies this year, self-operated export business has accounted for about half, and the export direction is mainly Southeast Asia. The successful completion of the Venezuelan customer orders for the future further development of Colombia, Argentina, Peru, Chile and other South American countries to lay a good foundation. (Hu Longgang, Huang Yuan)
2020
11-12
Daye peak "war epidemic" work was commended by Hubei Province, Huangshi City
Recently, Daye Peak Cement Company won the commendation of Hubei Provincial Federation of Industry and Commerce, Hubei General Chamber of Commerce, Huangshi City Federation of Industry and Commerce, Huangshi City Chamber of Commerce, Huangshi City People's Government Poverty Alleviation and Development Office and other relevant units for its outstanding achievements in the prevention and control of the new coronary pneumonia epidemic. Since the beginning of this year, in the face of the new coronary pneumonia epidemic, Daye Peak has fully implemented the important instructions of the municipal government on the prevention and control of the new coronary pneumonia epidemic and the decision-making and deployment of poverty alleviation, obeying the overall situation, not only donating money to the Daye Municipal People's Government for the first time to help prevent and control the epidemic, but also actively do a good job in the prevention and control of the internal epidemic, and to resume production, and earnestly implement the municipal party committee and municipal government on the response to the impact of the new coronary pneumonia epidemic to carry out "two help two help" and "three get one stable" work requirements, paired to help the surrounding rural part of the population has not been lifted out of poverty, to help poor areas to solve the problem of agricultural and sideline products sales, for the city's decisive fight against poverty to contribute. (Yang Huiping, Zhang Qingyu)
2020
11-12
Liu Haiping, Vice Mayor of Pu'er, went to Yunnan Jianfeng for investigation
On the morning of November 3, Liu Haiping, member of the standing Committee of the Pu'er Municipal CPC Committee and vice mayor of the municipal government, and responsible persons of relevant departments went to Yunnan Jianfeng cement Company for investigation and discussion with Zhou Jiping, general manager of Yunnan Jianfeng, and Fang Xuhua, deputy general manager, on such topics as improving the business environment of Pu'er City and the difficulties encountered in the production and operation of enterprises. During the exchange, Zhou Jiping reported on the production and operation of the company this year, as well as the impact of the new coronary pneumonia epidemic on the market and the difficulties encountered in the production and operation process. Liu Haiping fully affirmed the efforts and achievements made since the resumption of work and production in Yunnan Peak, and said that a good business environment is very important for economic development and enhancing the vitality of enterprises. The functional departments of Pu'er government at all levels will continue to optimize various tasks, improve work efficiency, and provide services and guarantees for the development of enterprises. Liu Haiping hopes that Yunnan Jianfeng, as a key enterprise and "benchmark enterprise" in Pu'er City, will play a pioneering and exemplary role and jointly promote the construction of the business environment in Pu'er City. (qi jianmei)
2020
11-12
On the afternoon of November 10, the Party committee of the group company held an enlarged meeting to learn the spirit of the Fifth Plenary Session of the 19th CPC Central Committee and make arrangements for the next step of study, publicity and implementation. At the meeting, Jiang Xiaomeng, Secretary of the Party committee and chairman of the group company, together with all members of the Party committee, members of the management team of the group company, heads of functional departments and some party members, studied the communique of the Fifth Plenary Session of the 19th CPC Central Committee and interpreted the spiritual points of the plenary session. Jiang Xiaomeng pointed out that the Fifth Plenary Session of the 19th Central Committee of the Communist Party of China, held in Beijing from October 26 to 29, is a very important meeting held at an important historical moment when the victory of building a moderately prosperous society in an all-round way is in sight and the new journey of building a modern socialist country in an all-round way is about to begin. It fully embodies the foresight of the Party Central Committee with Comrade Xi Jinping as the core in planning the future and the historical responsibility of carrying forward the past, and profoundly points out the guidelines, objectives, tasks, and strategic measures for China's development in the coming period. It is of great and far-reaching significance to mobilize and encourage the whole Party and the people of the whole country to continue to seize the important strategic opportunity period and promote the comprehensive construction of a socialist modern country. In response to the goals and some hot issues raised in the plenary communiqué, such as how to achieve the 2035 long-term goal, the key goals of economic and social development during the "14th Five-Year Plan" period, why the emphasis is on adhering to the party's overall leadership and strengthening the centralized and unified leadership of the party Central Committee. The main risks and challenges facing economic development in the next five years, how to achieve scientific and technological self-reliance, promote innovation, how to understand the construction, jiang Xiaomeng quoted the answers given by the leaders of relevant central ministries and commissions at the press conference of the plenary session. Jiang Xiaomeng emphasized that China's current development environment is facing profound and complex changes, and there are new developments and changes in opportunities and challenges. The guiding ideology and principles of economic and social development during the "14th Five-Year Plan" period proposed by the plenary session, and the economy during the "14th Five-Year Plan" period The main goals of social development will have a direct impact on the future development of our enterprises. Party organizations at all levels and all employees at the peak must study and study carefully, find the entry point and direction of work, make every effort to complete the annual work goals, and make preparations for the next year. The person in charge of the party organization of the company's overseas enterprises participated in the study through the video conference system. (this newspaper reporter)
2020
11-12
Zhou Zhou, executive vice governor of Qiandongnan Prefecture, sent a message to Huang Ping Jianfeng: fully promote the normalization of production and marketing to make new contributions to Huang Ping's overall well-off society. On October 27, Zhou Zhou, executive vice governor of Qiandongnan Prefecture, Guizhou Province, Yang Zhi, head of Huangping County, and relevant officials of the state and county governments went to Guizhou Huangping Jianfeng Cement Company to investigate and understand the project construction and production situation, and hope that the enterprises will develop as soon and promote regional economic development. Hu Hongwei, general manager of Huang Ping Jianfeng, and other members of the management team made a report on the overall work since the construction of the project started, and accompanied Zhou Zhou Zhou and his party to visit the production line site. In the central control room, Hu Hongwei to Zhou Zhou
2020
11-03
Zhang Xinyu, Vice Mayor of Jinhua City, hopes that Jianfeng Pharmaceutical will aim at cutting-edge science and technology to speed up the development of enterprises. On the afternoon of October 16, Zhang Xinyu, Vice Mayor of Jinhua City, and his party went to the construction site of Jianfeng Pharmaceutical's internationalization project of producing 2 billion pieces of solid preparations annually to conduct research. Accompanied by Huang Jinlong, deputy general manager of the group company and general manager of the pharmaceutical company, and Shen Quan, deputy general manager of the pharmaceutical company, Zhang Xinyu and his entourage visited the preparation workshop under construction and affirmed the civilized construction and safety management of the site. Huang Jinlong introduced the basic situation of the project to Zhang Xinyu and his party. Knowing that Jianfeng Pharmaceutical has introduced world-class production equipment and advanced technology to build a high-end preparation manufacturing platform in order to achieve industrial upgrading, Zhang Xinyu expressed his appreciation and encouraged Jianfeng Pharmaceutical to gain a foothold in China, aim at the world's cutting-edge technology, and accelerate the pace of enterprise development. Continuously enhance the overall competitiveness of the enterprise. (Wang xuesheng/Wen Zhou hengbin/photo)
2020
11-03