Stock code: 300328 Stock abbreviation: Yi'an Technology Announcement No .: 2020-030
Dongguan Yi'an Technology Co., Ltd. on confirming 2019 related party transactions
And the announcement of the expected daily connected transactions in 2020
All members of the company and the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
On April 24, 2020, the fourth meeting of the fourth board of directors and the fourth meeting of the fourth board of supervisors of Dongguan Yi'an Technology Co., Ltd. (hereinafter referred to as the "company" or "Yi'an technology") passed the "Proposals for the 2019 Affiliated Transactions and the 2020 Proposed Routine Related Party Transactions", as follows:
1. Overview of Related Party Transactions
(1) Related party transactions in 2019 (1) Related party transactions in 2019
Purchaser Related Party
2
3
Related transaction content Amount (RMB) Purchased materials 61,376.35
Related transaction content Amount (RMB)
Sales of products 20,162.83 Related transaction content Amount (RMB)
1 Yian (Hong Kong) Limited
Dulwich Trading Co., Ltd. Sales Party Related Party
Dongguan Yihao
Department of Metal Materials
Technology Co., Ltd.
Liquidmetal Technologies, Inc. (US Liquid Metal Company)
Sales Products
372,037.69
Yi'an Technology Guangdong Zhongdao Creative Technology Co., Ltd. Lessor Related Party
Dongguan Dulwich
Limited manufacturing
the company
Dongguan Chief Designer Intellectual Property
Services Ltd
Rental office
100,834.53
(2) Pricing basis The market price is the basis, and the principle of fair and reasonable pricing is followed. Both parties negotiate to determine the transaction price.
(2) Expected daily connected transactions in 2020 1. The company's holding subsidiary Dongguan Yihao Metal Material Technology Co., Ltd. sells products to LQMT
(1) Dongguan Yihao Metal Material Technology Co., Ltd. (hereinafter referred to as "Yihao Metals"), the company's holding subsidiary, related to the sale of products to Liquidmetal Technologies, Inc. (hereinafter referred to as "LQMT")
In 2020, the company's controlling subsidiary Yihao Metal is expected to sell products to LQMT as follows:
Sales party Related parties Related party transaction content Amount (RMB) Yihao Metal LQMT Product sales 2,000,000
(2) Pricing basis The market price is the basis, and the principle of fair and reasonable pricing is followed. Both parties negotiate to determine the transaction price. (3) Basic situation of related parties
1 Name: Liquidmetal Technologies, Inc.
2Address: 20321 Valencia Circle, Lake Forest, CA92630, USA 3 Registered capital: USD 1,110,000.00 4 Scope of business: R & D and sales of amorphous metal products 5 Establishment time: May 15, 2003
2. The company's holding subsidiary Zhuzhou Yi'an New Material R & D Co., Ltd. sells its products to AVIC Zhuzhou Aviation Parts Manufacturing Co., Ltd.
(1) The company's holding subsidiary Zhuzhou Yi'an New Material R & D Co., Ltd. (hereinafter referred to as "Zhuzhou Yi'an") sells product-related transactions to AVIC Zhuzhou Aviation Parts Manufacturing Co., Ltd. (hereinafter referred to as "Zhuzhou Airlines")
In 2020, the company's holding subsidiary Zhuzhou Yi'an is expected to sell products to Zhuzhou Airlines as follows:
Sales party Related parties Related party transactions Amount (RMB) Zhuzhou Yi'an Zhuzhou Airlines Sales of products 500,000
(2) Pricing basis The market price is the basis, and the principle of fair and reasonable pricing is followed. Both parties negotiate to determine the transaction price. (3) Basic situation of related parties
1 Name: AVIC Zhuzhou Aviation Parts Manufacturing Co., Ltd. 2 Residence: No. 881 Zhudong Road, Lusong District, Zhuzhou City, Hunan Province
3 Registered capital: RMB 154,836,600 yuan 4 Business scope: design of aero engine parts, gas turbine parts, non-standard equipment and test equipment,
Manufacturing, repair and sales; petrochemical machinery equipment and spare parts design, manufacturing and sales; power generation equipment and spare parts, machine tool spare parts, tooling and measuring tools, cutting tools manufacturing, repair and sales; mechanical engineering equipment design, manufacturing, installation, commissioning and sales; standards Manufacturing and sales of parts and fasteners; self-operated and agent import and export of various commodities and technologies. (Projects that must be approved in accordance with law can only be operated after approval by the relevant department)
5 Established: April 24, 2013
3. Dongguan Dewei Casting Products Co., Ltd., a wholly-owned subsidiary of the company, leases offices to Dongguan Chief Designer Intellectual Property Service Co., Ltd.
(1) Dongguan Dewei Casting Products Co., Ltd., a wholly-owned subsidiary of the company, leases offices to Dongguan Chief Designer Intellectual Property Services Co., Ltd.
In 2020, the company's wholly-owned subsidiary Dongguan Dewei Casting Products Co., Ltd. is expected to lease the office to Dongguan Chief Designer Intellectual Property Services Co., Ltd. as follows:
Lessor Related Party
Dongguan Dewei Casting Products Dongguan Chief Designer Knowledge
Property Rights Service Co., Ltd.
Related party transaction content
Amount (RMB) 120,000.00
(2) Pricing basis The market price is the basis, and the principle of fair and reasonable pricing is followed. Both parties negotiate to determine the transaction price. (3) Basic situation of related parties
1 Name: Dongguan Chief Designer Intellectual Property Service Co., Ltd. 2 Residence: Unit 210, Building D, Jilian Apartment, No. 1 Qinyuan Road, Songshan Lake High-tech Industrial Development Zone, Dongguan 3 Registered capital: RMB 1 million 4 Business scope: engaged in product trademarks, The development and design of patented technology, and the provision of related consulting packages
Services; engaged in business management consulting and investment consulting, business consulting, economic information consulting, commodity circulation information consulting, technical consulting in the field of computer, graphic design, web design, product packaging design, corporate image planning and marketing planning. (Except for limitations, those that involve special national regulations shall be handled in accordance with relevant regulations).
5 Established: May 31, 2013
4. Guangdong Zhongdao Creative Technology Co., Ltd. provides design services to Yian Technology (1) Guangdong Zhongdao Creative Technology Co., Ltd. provides design services to Yian Technology.
In 2020, Guangdong Zhongdao Creative Technology Co., Ltd. provided design service related transactions to Yian Technology as follows:
Purchaser Related Party Related Party Transaction Amount (RMB)
Yian Technology Guangdong Zhongdao Creative Technology Design Service Fee 500,000.00 Co., Ltd.
(2) Pricing basis The market price is the basis, and the principle of fair and reasonable pricing is followed. Both parties negotiate to determine the transaction price.
(3) Basic situation of related parties
1 Name: Guangdong Zhongdao Creative Technology Co., Ltd. 2 Residence: Songhu Huake Industrial Incubation Park, No. 6, Industrial South Road, Songshan Lake High-tech Industrial Development Zone, Dongguan City
2 Buildings Room 506-5
3 Registered capital: RMB 10 million 4 Business scope: industrial design, artistic creative design, animation design, exhibition design, advertising design,
Production and release; multimedia intelligent engineering design and construction; technology development, technology transfer, technical consulting, technical services; corporate branding, marketing planning; organizational cultural activities; computer software and hardware research and development; network information technology development and transfer; website construction and maintenance ; Sculpture design and production; design, processing, manufacturing, installation, and sales of industrial equipment and non-standard equipment; research and development, manufacturing and sales of electronic products, furniture, clothing, sports goods, crafts, cultural and creative products; interior decoration design and construction (Projects that must be approved in accordance with law can only be operated after approval by the relevant departments)
5 Established: November 8, 2012
5. Yian (Hong Kong) Co., Ltd., a wholly-owned subsidiary of the company, purchases raw materials from Dulwich Trading Co., Ltd.
(1) The company's wholly-owned subsidiary Yi'an (Hong Kong) Co., Ltd. purchased raw materials from Dulwich Trading Co., Ltd. related transactions
In 2020, the company's wholly-owned subsidiary Yi'an (Hong Kong) Co., Ltd. is expected to purchase raw materials from Dulwich Trading Co., Ltd. as follows:
Purchaser Related Party
Related transaction content Procurement of raw materials
Amount (RMB) 200,000
Yian (Hong Kong) Co., Ltd. (2) Basis of pricing
Dulwich Trading Co., Ltd.
Based on market prices and following fair and reasonable pricing principles, both parties negotiate to determine the transaction price. (3) Basic situation of related parties
1 Name: Dulwich Trading Co., Ltd.
2 Residence: RM 1003C, 10 / F, PRINCE COMMERCIAL BUILDING, 150 PRINCE EDWARD ROAD WEST, KOWLOON, HONG KONG
3 Registered capital: 15,000,000 Hong Kong dollars 4 Business scope: General trade 5 Establishment time: November 22, 2000
Second, the approval process
On April 24, 2020, the 4th meeting of the 4th Board of Directors and the 4th meeting of the 4th Board of Supervisors reviewed and approved the "Proposal on Confirming Related Party Transactions in 2019 and Estimated Routine Related Party Transactions in 2020". The prior approval opinions and independent opinions were published. For specific contents, please refer to the relevant announcements published on the GEM information disclosure website designated by the China Securities Regulatory Commission.
Third, the purpose of related party transactions and the impact on the company
The company's related-party transactions in 2019 and the daily related-party transactions expected to occur in 2020 are both necessary for the normal operation of the company and are conducive to the company's business development. The related party transactions between the company and the above-mentioned related parties follow the principle of fairness and are conducted independently according to the principle of marketization. There is no damage to the interests of the company and other shareholders, and it will not affect the company's independence.
4. Independent directors' prior approval opinions and independent opinions, opinions of the supervisory board, and verification opinions issued by sponsors
(1) Prior approval of independent directors
1. The company's 2019 related party transactions and 2020 daily related party transactions are expected to be necessary for the company's normal production and operation. The transaction pricing is fair and reasonable, there is no situation that damages the interests of the company and other shareholders, especially small and medium shareholders, and will not affect the company's independence. , Will not affect the company's ability to continue to operate.
2. We have no objection to the company's 2019 related party transactions and the expected daily related party transactions in 2020, and agreed to submit the above matters to the fourth meeting of the company's fourth board of directors for deliberation.
(2) Independent opinions of independent directors
1. We have previously recognized the company's related-party transactions in 2019 and the expected daily related-party transactions in 2020 and agreed to submit them to the board of directors for consideration.
2. The company's 2019 related party transactions and the expected daily related party transactions in 2020 are necessary for the company's normal production and operation. The transaction pricing is fair and reasonable, there is no situation that harms the interests of the company and other shareholders, especially small and medium shareholders, and will not affect the company Independence will not affect the company's ability to continue to operate.
3. The company's 2019 related party transactions and the expected daily related party transactions in 2020 have been reviewed and approved at the fourth meeting of the company's fourth board of directors. The convening, convening, and voting procedures of the board meeting are in compliance with relevant laws and regulations and the "Articles of Association" Provisions.
We have no objection to the company's forecast for 2019 related party transactions and 2020 related party transactions. (3) Opinions of the Supervisory Committee
The Board of Supervisors verified that the company's 2019 related party transactions and 2020 daily related party transactions are expected to be necessary for the company's normal production and operation. The decision-making process complies with relevant laws and regulations and the "Articles of Association" and other relevant provisions. The prices of related party transactions are fair and reasonable and do not exist Situations that damage the interests of the company and shareholders, especially small and medium shareholders.
(4) Opinions of sponsors
After verification, the sponsor believes that the company's 2019 connected transactions and the expected daily connected transactions in 2020 have been reviewed and approved by the board of directors and the board of supervisors, and independent directors have issued prior approval opinions and independent opinions on this. The content and approval procedures of the related party transaction are in compliance with the relevant regulations of the Shenzhen Stock Exchange GEM Stock Listing Rules and other relevant provisions. Situation of interest. Therefore, the sponsor has no objection to the confirmation of the related party transactions of Yi'an Technology in 2019 and the expected matters of daily connected transactions in 2020.
V. Documents for reference
(1) "Resolution of the fourth meeting of the fourth board of directors of Dongguan Yian Technology Co., Ltd." (2) "Resolution of the fourth meeting of the fourth board of supervisors of Dongguan Yian Technology Co., Ltd." (3) "Dongguan Yian Technology Independent directors of the company limited by shares
Pre-approval Opinions on Related Matters (4) "Dongguan Yi'an Technology Co., Ltd. Independent Directors on the 4th Meeting of the 4th Board of Directors of the Company
Independent Opinions on Relevant Matters (5) `` CITIC Construction Investment Co., Ltd. on Dongguan Yi'an Technology Co., Ltd. 2019
The related party transactions and the expected verification opinions on the daily related party transactions in 2020 are hereby announced.
Board of Directors of Dongguan Yian Technology Co., Ltd.
April 24, 2020
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