Stock code: 688196 Stock abbreviation: Excellent New Energy Announcement No.: 2022-032.
Longyan Excellence New Energy Co., Ltd.
Announcement on Foreign Investment
the company's board of directors and all directors to ensure that the contents of this announcement does not exist any false records, misleading statements or major omissions, and the authenticity, accuracy and completeness of the contents of the legal responsibility.
Important Content Tips:
Name and amount of investment subject:
1. Investment Item 1: The company invested 380 million yuan to build "100000 tons of new hydrocarbon-based biowood per year"
Oil and annual output of 50000 tons of fatty acids project ";
2. Investment Item 2: The company invested 500 million yuan to build "100000 tons of synthetic resin project per year";
3. Investment Item 3: The company established a wholly-owned subsidiary "Longyan Zhishang New Materials Co., Ltd." (hereinafter referred to as "Longyan Zhishang") with a registered capital of 100 million yuan;
4. Investment Matters IV: The company invests in Singapore to establish a wholly-owned subsidiary with a registered capital of no more than US $10 million.
Related Risk Alert
1. There may be market risks, technical risks, management risks, project processes and risks that do not meet expectations during the implementation of construction projects; if the implementation conditions such as national or local policy adjustments and project approvals change, the implementation of the project may be delayed, changed, suspended or even terminated.
2. The total investment and construction period involved in the construction project are all estimated figures, which are subject to the actual situation, and the estimated figures may be adjusted. There is a certain degree of uncertainty about whether the implementation of the project can achieve the expected purpose and effect, which does not represent the company's forecast of future performance, nor does it constitute a performance commitment to investors, nor does it constitute a commitment to the amount of investment.
3. The company's establishment of a subsidiary in Singapore is a cross-border investment, which still needs to be approved by the relevant competent authorities, and there is a certain degree of uncertainty; this investment is a prudent decision made by the company based on the long-term development plan, and may face the risk that the market development is not as expected in the future operation process.
4. After the establishment of a subsidiary, it may face risks such as changes in macroeconomic and industry policies, market competition, and business management in the future business process.
Overview of 1. Foreign Investment
Longyan Excellence New Energy Co., Ltd. (hereinafter referred to as the "Company") was called on September 23, 2022.
The twelfth meeting of the fourth board of directors was held to consider and pass the "Proposal on Investment and Construction of" New Projects with an Annual Output of 100000 Tons of Hydrocarbon-based Biodiesel and an Annual Output of 50000 Tons of Fatty Acids "," About Investment and Construction of "100000 Tons of Synthetic Resin Production Project", "Proposal on Investment and Establishment of a Wholly-owned Subsidiary" Longyan Zhishang New Materials Co., Ltd. Investments are as follows:
1. Investment Item 1: The company invested 380 million yuan to build "100000 tons of new hydrocarbon-based biodiesel per year"
and an annual output of 50000 tons of fatty acids project ";
2. Investment Item 2: The company invested 500 million yuan to build the "100000 tons of synthetic resin project per year",
By the company's wholly-owned subsidiary Longyan excellent synthetic resin Co., Ltd. as the main body of the project implementation;
3. Investment Item 3: The company set up a wholly-owned subsidiary "Longyan Zhishang New Materials Co., Ltd." with a registered capital of 100 million yuan as the main body of the company's bio-based plasticizer project;
4. Investment Matters IV: The company invests in Singapore to establish a wholly-owned subsidiary with a registered capital of no more than US $10 million.
According to the "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules" and the "Articles of Association" and other relevant regulations, in accordance with the principle of cumulative calculation of similar transactions within 12 consecutive months, plus the investment items of this meeting, the cumulative amount of foreign investment has More than 50% of the latest audited net assets, so the above investment matters will be submitted to the company's shareholders meeting for deliberation.
The aforementioned foreign investment does not constitute a connected transaction, nor does it constitute a major asset reorganization as stipulated in the Measures for the Administration of Major Asset Reorganization of Listed Companies.
Basic information on 2. investment targets
The basic situation of the new project with an annual output of 100000 tons of hydrocarbon-based biodiesel and an annual output of 50000 tons of fatty acids in (I)
1. Project Content: New projects with an annual output of 100000 tons of hydrocarbon-based biodiesel and an annual output of 50000 tons of fatty acids
2. Implementation subject: Longyan Zhuoyue New Energy Co., Ltd.
3. Total investment: estimated 380 million yuan.
4. The project funds come from the enterprise's own or self-financing.
5. Project construction period: 24 months
6. Feasibility analysis of project construction:
The 100000-ton hydrocarbon-based biodiesel project (hereinafter referred to as the "hydrocarbon-based first-line project") invested by the company in the Biological Fine Chemical Industrial Park of Xinluo District, Longyan City has completed the procedures of project filing, environmental assessment and approval, and project land bidding, auction and listing. Construction can start after the completion of the "three supplies and one leveling.
After optimizing and adjusting the production process layout of the project, the company plans to use the existing land and supporting facilities of the hydrocarbon-based first-line project to expand the new production line with an annual output of 100000 tons of hydrocarbon-based biodiesel and an annual output of 50000 tons of fatty acid (referred to as the "hydrocarbon-based second-line project"). After the completion of the expansion, the company's hydrocarbon-based biodiesel production capacity will reach 200000 tons/year.
The basic situation of the annual output of 100000 tons of synthetic resin project in (II)
1. Project content: annual output of 100000 tons of synthetic resin project
2. Implementation of the main body: Longyan excellent synthetic resin Co., Ltd. (a wholly-owned subsidiary of the company)
3. Total investment: estimated 500 million yuan.
4. The project funds come from the enterprise's own or self-financing.
5. Project construction cycle: implemented in two phases, 24 months
6. Feasibility analysis of project construction:
The company plans to acquire 96 mu of newly acquired land in the Biological Fine Chemical Industrial Park of Xinluo District, Longyan City, and invest in a new synthetic resin production device and supporting facilities with an annual output of 100000 tons. The company uses the existing industrialization experience of environmentally friendly alkyd resin and the technical reserve advantage in synthetic resin to form an industrial chain extension with the company's bio-glycerin, fatty acid, epichlorohydrin and other products to produce water-based modified alkyd resin, acrylic resin, epoxy resin, products can be used in environmental protection coatings, heavy-duty coatings, automotive coatings, semiconductors and wind power and other high-end special fields.
Basic information on the establishment of wholly-owned subsidiaries in (III)
1. Company Name: Longyan Zhishang New Materials Co., Ltd. (hereinafter referred to as "Longyan Zhishang")
2. Enterprise type: limited liability company
3. Legal representative, executive director and general manager: Zhang Jin
4. Registered capital: 100 million yuan RMB
5. Source of funds: the company's own funds
6. Registered Address: No. 88, Ji'an Middle Road, Meishan Village, Su Ban Town, xinluo district, Longyan City
7. Business scope: bio-based materials manufacturing, special chemical products manufacturing.
The above information shall be subject to the approval and registration of the local market supervision and administration bureau. At the same time, the Board of Directors requested the General Meeting of Shareholders to authorize the Company's management to be responsible for the registration of Longyan Zhishang. Longyan Zhishang's registered capital is subscribed, and the company will invest funds in batches according to the situation.
8. Purpose of establishing subsidiaries:
The bio-based plasticizer construction project has been approved at the seventh meeting of the fourth board of directors of the company.
For details, please refer to the website of Shanghai Stock Exchange on January 5, 2022 (http://www.sse.com.cn)
Disclosure of the Announcement on the Signing of the Project Investment Agreement with the People's Government of Xinluo District (Announcement No. 2022-001).
As the main body of the project, Longyan Zhishang is responsible for the construction and operation of the co-production of epichlorohydrin project for halogenated new materials (including bio-based plasticizer products), which can be applied to PVC plastic products, plastic runways, synthetic resins, lithium battery electrolyte additives and other fields.
Basic information on the establishment of a wholly-owned subsidiary in Singapore by (IV)
1. Enterprise Name: Excellence New Energy (Singapore) Co., Ltd. (hereinafter referred to as "Singapore Excellence")
2. Company Type: Limited Liability Company
3. Registered capital: no more than US $10 million
4. Source of funds: the company's own funds
5. Registered Address: Singapore
6. Shareholding structure: the company holds 100 per cent of the shares.
7. Business scope: international trade, technology research and development, project investment and construction, information analysis, etc.
8. Personnel arrangement of the board of directors and management: 3 directors are proposed to be appointed by the company or appointed from outside.
The above information shall be subject to the final approval and registration results of the relevant competent departments. At the same time, the board of directors requested the general meeting of shareholders to authorize the company's management to handle matters related to the establishment of Singapore Excellence, including but not limited to the approval procedures with relevant domestic authorities and the registration of overseas subsidiaries. After the establishment of Singapore Excellence, the company will invest funds in batches according to the specific market promotion.
9. Purpose of establishing subsidiaries:
In the context of addressing global climate change and new energy substitution and carbon reduction, accelerating the development of renewable and clean energy, achieving energy transformation and green sustainable development has become the consensus and concerted action of the international community. The role of biomass energy in the field of carbon emission reduction is becoming more and more advantageous, will be fully developed and utilized, and will be an alternative to fossil energy in the future.
An important part of the market space is broad. At the same time, bio-based green chemicals prepared from biodiesel can replace fossil-based materials and have good market application prospects.
The company continues to focus on industrial policy and development direction, focusing on the "biomass energy integration" industrial planning, based on the development and growth of local advantageous industries, actively explore the high-quality development model of international business, and promote the realization of the company's sustainable development goals.
Southeast Asia is rich in biomass resources. Singapore is an important fuel oil trading center in the world and a leading shipping, trade and technological innovation center in Asia. It has unique geographical advantages, rich human resources and a good business environment.
The establishment of an overseas subsidiary in Singapore, as a platform for the company to implement the "going out" internationalization strategy, will help the company to grasp the development trend of overseas markets in a timely manner and respond to market demand better and faster. At the same time, based on the profound scientific and technological cooperation background of Singapore and China, relying on the gathering of talents and the advantages of scientific research in colleges and universities, we will carry out R & D and development in the fields of renewable energy, bio-based materials, circular economy and so on.
The Impact of 3. Foreign Investment on Listed Companies
The investment project is a decision made around the company's main business, on the basis of comprehensive analysis and judgment of market supply and demand and combined with the company's long-term development plan, which will help to further expand the industrial scale, optimize the product structure, enhance the company's comprehensive competitiveness, and conform to the company's development strategy.
The decision-making and approval procedures for foreign investment matters comply with relevant laws, regulations and company systems, and meet the needs of the company's development strategy. Foreign investment matters will use the company's own funds or self-raised funds, the company's current funds are abundant, operating conditions and financial indicators are good, can fully guarantee the smooth development of investment projects, will not adversely affect the company's financial and operating conditions, there is no harm to the interests of the company and all shareholders.
The establishment of the subsidiary will result in a change in the scope of the Company's consolidated financial statements, and Longyan Zhishang and Singapore Excellence will be included in the scope of the Company's consolidated financial statements.
Risk Analysis of 4. Foreign Investment
1. There may be risks of market risk, technical risk, management risk, project process and benefits not meeting expectations in the process of construction project implementation; if the implementation conditions such as national or local policy adjustment and project approval change, the implementation of the project may be postponed, changed, suspended or even terminated.
2. Construction project involvedAnd the total investment, construction period and other data are estimates, specific to the actual situation, the estimate of the possibility of adjustment. There is a certain degree of uncertainty about whether the implementation of the project can achieve the expected purpose and effect, which does not represent the company's forecast of future performance, nor does it constitute a performance commitment to investors.
3. The company's establishment of a subsidiary in Singapore is a cross-border investment, which still needs to be approved by the relevant competent authorities, and there is a certain degree of uncertainty; this investment is a prudent decision made by the company based on the long-term development plan, and may face the risk that the market development is not as expected in the future operation process.
4. After the establishment of a subsidiary, it may face risks such as changes in macroeconomic and industry policies, market competition, and business management in the future business process.
The company will actively pay attention to domestic and foreign macro policies and industry trends, adjust business strategies in a timely manner, strictly implement corporate governance and internal control, strengthen the quality, budget and safety management of project construction, and continue to track all aspects encountered in the process of project construction and operation Problems, actively communicate and coordinate, take effective measures to solve problems, and ensure that the project is completed and put into production as soon as possible. At the same time, the company will strictly follow the policy requirements of relevant government departments and institutions, in accordance with the company's overall deployment, give full play to the platform function, adopt active business strategies, and strive to bring long-term and sustainable investment returns to investors.
The company will be based on the progress of investment projects, in strict accordance with the relevant provisions, timely discharge of information disclosure obligations. Please the majority of investors to pay attention to investment risk.
It is hereby announced.
Longyan Excellence New Energy Co., Ltd. Board of Directors
24 September 2022
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