Pro 2013-014 (Announcement on Daily Related Party Transactions of Jianfeng Group)
Release time:
2020-08-05
Securities Code: 600668 Securities Abbreviation: Jianfeng Group No.: Lin 2013-014
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 assumes individual and joint responsibility for the truthfulness, accuracy and completeness of its contents .
Basic Information on 1. Daily Related Party Transactions
Jinhua Pharmaceutical Co., Ltd. (hereinafter referred to as "Jinhua Pharmaceutical Company"), a subsidiary indirectly controlled by the Company, purchases drugs from Tianjin Tianshili Pharmaceutical Marketing Group Co., Ltd. (hereinafter referred to as "Tianshili Marketing Group"). It is estimated that the purchase amount in 2013 will be between 0.5 and 5% of the company's audited net assets at the end of 2012. 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 19, 2013, the company held the tenth meeting of its eighth board of directors. Nine directors should be present at the meeting. Deng Mingran, an independent director, entrusted Liu Jiajian, an independent director, to attend the meeting on official business, and the remaining eight directors attended the meeting in person. Mr. Jiang Xiaomeng and Mr. du Zihong, the affiliated directors, avoided voting on the motion, which is in line with the relevant provisions of the Company Law and the articles of Association, and the resolution made is 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.
2. Related Party Introduction and Association Relationship
(I) the basic situation of related parties.
. 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: licensed business items: pharmaceutical business (for details, please refer to the period of validity of the pharmaceutical business license until December 1, 2014). Prepackaged food (the license is valid until March 9, 2014), hazardous chemicals (see the license for the specific business scope, and the license is valid until January 16, 2014), medical devices (see the license for the specific business scope, and the license is valid until September 14, 2015), etc. The drug business license mainly includes: sales of Chinese patent medicines, Chinese medicinal materials, Chinese medicinal tablets, chemical pharmaceutical preparations, chemical raw materials, antibiotics, biochemical drugs, biological products, narcotic drugs, psychotropic drugs, etc. The net profit in 2012 was 3.7103 million yuan, the net assets at the end of 2012 was 63.7628 million yuan, and the liabilities were 183.2489 million yuan.
2. Tasly Marketing Group: The company was established in June 1999 and is a holding subsidiary of Tasly Pharmaceutical Group Co., Ltd. The company's domicile is Tianshili Modern Chinese Medicine City, Xinyibai Avenue, Beichen Science and Technology Park, Tianjin. Its legal representative is Wu Naifeng, and its registered capital is 79 million yuan. Its business scope covers the wholesale of Chinese herbal pieces, Chinese herbal medicines, Chinese patent medicines, chemical raw materials and their preparations, antibiotics, biochemical drugs, biological products and diagnostic drugs; wholesale and retail of chemical raw materials (except dangerous chemicals and easy-to-make drugs), cosmetics, daily chemical products, packaging materials and containers, plastic products, molds, plastic raw materials; wholesale and retail of health food (hard capsules, soft capsules, granules, tablets, oral liquids, tea bags, health wine); 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 limited the company to operate or prohibit the import and export of goods and technology, operating feed processing and "three to one supplement" business, operating counter-trade and re-export trade, pre-packaged food wholesale and retail. The net profit in 2012 was 95.0254 million yuan, the net assets at the end of 2012 were 316.2426 million yuan, and the liabilities were 2,701.8497 million yuan.
Relationship between (II) and listed companies
Because Tianshili Marketing Group is the controlling subsidiary of Tianshili Pharmaceutical Group Co., Ltd., and Tianshili Pharmaceutical Group Co., Ltd. is the controlling subsidiary of Tianjin Tianshili 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 2012 was 14.5036 million yuan, accounting for 2.57 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 Dropping Pills, Yangxueinao Granules, Yangxueinao Pills, Shuilinjia, etc.
(2) Transaction price: Agreement price.
(3) Settlement method: advance payment.
(4) Sales Area: Zhejiang Region
(5) 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.
(6) Other matters: If there is a significant change in the content of this connected transaction during the implementation of the agreement, the company will disclose it in accordance with relevant regulations.
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.
5. Independent Director Opinion
Three independent directors of the company issued a clearly agreed independent opinion , that the formation of the resolution conforms to the Company Law, the company's Articles of Association and other relevant regulations, and does not harm the interests of small and medium shareholders.
6. Reference Document Catalog
1 , Resolution of the 10th Meeting of the 8th Board of Directors of the Company;
2 , Independent Director Opinion .
hereby announce
Zhejiang Jianfeng Group Co., Ltd.
Board of Directors
April 23, 2013
More information
Company fully deploys 2019 work
On January 28, the group company held a business analysis meeting to review and summarize the work situation in 2018, arrange and deploy the work for the new year, and put forward work requirements. At the meeting, various professional companies and directly affiliated enterprises made reports on the overall work situation in 2018, focusing on analyzing the existing problems and deficiencies, and proposing corresponding solutions and work plans for 2019. Xiang Chongping, deputy general manager of the group company, made a systematic review of the current human resources efficiency and human resources development of the company. Chen Tianci, chairman of the board of supervisors, made a report and analysis on the internal control, safety and environmental protection work in 2018. Lan Xiaolong, head of finance, analyzed the risks and challenges currently faced by the company according to the operating data and financial situation of its subordinate enterprises. The functional departments and offices of the headquarters also made a brief report on their annual work. Yu Jianhong, general manager of the group company, made a comprehensive review of the company's operation in 2018 and made a comparative analysis of the main economic indicators of each industrial sector. In 2018, the operating indicators of the company's various industrial sectors have improved significantly year-on-year, and the group company has also created the best operating performance in history. All units have completed the formulation of the second round of "three-year business plan", which points out the direction for the next three years of business work; the group company has also completed the first draft of the new "five-year strategic development plan", which is being revised and enriched. In addition, the two main businesses have also made substantial progress in investment expansion and industrial integration around strategic objectives, and the operating costs of major enterprises have decreased to varying degrees; the optimization of organizational structure and post setting has achieved new results, and management efficiency and people
2020
07-22
Company fully deploys 2019 work
On January 28, the group company held a business analysis meeting to review and summarize the work situation in 2018, arrange and deploy the work for the new year, and put forward work requirements. At the meeting, various professional companies and directly affiliated enterprises made reports on the overall work situation in 2018, focusing on analyzing the existing problems and deficiencies, and proposing corresponding solutions and work plans for 2019. Xiang Chongping, deputy general manager of the group company, made a systematic review of the current human resources efficiency and human resources development of the company. Chen Tianci, chairman of the board of supervisors, made a report and analysis on the internal control, safety and environmental protection work in 2018. Lan Xiaolong, head of finance, analyzed the risks and challenges currently faced by the company according to the operating data and financial situation of its subordinate enterprises. The functional departments and offices of the headquarters also made a brief report on their annual work. Yu Jianhong, general manager of the group company, made a comprehensive review of the company's operation in 2018 and made a comparative analysis of the main economic indicators of each industrial sector. In 2018, the operating indicators of the company's various industrial sectors have improved significantly year-on-year, and the group company has also created the best operating performance in history. All units have completed the formulation of the second round of "three-year business plan", which points out the direction for the next three years of business work; the group company has also completed the first draft of the new "five-year strategic development plan", which is being revised and enriched. In addition, the two main businesses have also made substantial progress in investment expansion and industrial integration around strategic objectives, and the operating costs of major enterprises have decreased to varying degrees; the optimization of organizational structure and post setting has achieved new results, and management efficiency and people
2020
07-31
The truth about private equity investments you need to know.
China Securities Regulatory Commission Zhejiang Regulatory Bureau and China Securities Investor Protection Fund Co., Ltd. jointly launched the "those private equity fund investment truth you need to know" investment education products. With the outbreak of private equity investment, the proportion of individual investors has further increased, and there are more and more "rich myth" scams. But the things behind "private placement" may not be as simple as you think, and risk prevention knowledge needs to be known early.
2020
07-31
The truth about private equity investments you need to know.
China Securities Regulatory Commission Zhejiang Regulatory Bureau and China Securities Investor Protection Fund Co., Ltd. jointly launched the "those private equity fund investment truth you need to know" investment education products. With the outbreak of private equity investment, the proportion of individual investors has further increased, and there are more and more "rich myth" scams. But the things behind "private placement" may not be as simple as you think, and risk prevention knowledge needs to be known early.
2020
07-30
The truth about private equity investments you need to know.
China Securities Regulatory Commission Zhejiang Regulatory Bureau and China Securities Investor Protection Fund Co., Ltd. jointly launched the "those private equity fund investment truth you need to know" investment education products. With the outbreak of private equity investment, the proportion of individual investors has further increased, and there are more and more "rich myth" scams. But the things behind "private placement" may not be as simple as you think, and risk prevention knowledge needs to be known early.
2020
07-31
Chairman Jiang Xiaomeng Directs Work in Yunnan Peak
On December 16, Jiang Xiaomeng, Secretary of the Party committee and chairman of the group company, went to Yunnan Jianfeng cement company to investigate and guide the work. On the morning of the same day, accompanied by the Yunnan peak management team, Jiang Xiaomeng went deep into the front line and successively went to the central control room of the production and manufacturing department, the raw material clay yard, the lignite yard and other areas for field investigation and investigation to understand the problems existing in the production and operation process. Subsequently, a business analysis meeting was held to make a comparative analysis of the various business indicators of Yunnan Jianfeng from January to November this year, and put forward two requirements to the management team: further strengthen internal management and improve execution; strengthen the coordination of external relations, and improve The ability and level of enterprise resource acquisition. At the Yunnan Jianfeng middle-level cadre meeting held on the afternoon of the 16th, Jiang Xiaomeng first fully affirmed Yunnan Jianfeng's highest output and best benefits since it was put into production in 2018, and expressed his gratitude to all cadres and employees of Yunnan Jianfeng for their hard work. After that, Jiang Xiaomeng made a detailed analysis of the cement industry and the regional market environment in Yunnan, and combined with the current production and operation situation of Yunnan Jianfeng, put forward the focus of the next step: 1. should fully attach importance to and mobilize the initiative and responsibility of employees at all levels to improve the overall execution of the team; 2. raw material mines are an important factor restricting the future development of cement enterprises, which should be paid full attention to and formulate clear strategies and methods, set out a timetable to obtain future production resources as much as possible; 3. continuously advocate and promote technological innovation, keep pace with the times, continuously improve production management, equipment management, production technology level, and maintain the competitive advantage of the industry; 4. further strengthen production
2020
07-31
Contact Us
No. 88 Wujiang East Road, Jinhua City, Zhejiang Province, China
Tel: +86-579-82326868
Fax : +86-579-82324666
©2023 Zhejiang Jianfeng Group Co., Ltd. Powered by: www.300.cn SEO Business License
SAF Coolest v1.2 设置面板 SHJSS-AHDB-FSSQE-ZSW
无数据提示
Sorry, the current column has no content !
You can view other columns or return to Home Page