Plum Biology's announcement about the proposed investment of China-Kai Development Fund Co., Ltd. in Xinjiang Plum Amino Acid Co., Ltd.
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Last Update: 2020-07-29
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Source: Internet
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Author: User
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Securities Code: 600873 Securities Short: Plum Bio Announcement No.: 2015-095 Meihua Biotech Group Co., Ltdon the state-run Z6iDevelopment Fund Co., Ltdto participate in the investment of Xinjiang Meihua Z6iBase Acid Co., LtdAnnouncement Z6ithe company's board of directors and all directors to ensure that the contents of this announcement are free of any false records, misleading statements or material omissions, and its content, accuracy and integrity of individual and joint liabilityZ6i, transaction overview Z6iIn order to further improve the "Company" or "listed company" wholly-owned subsidiary Xinjiang Meihua Amino Acid Co., Ltd(hereinafter referred to as "Xinjiang Plum" production)) Z6ithe recycling efficiency of water resources in the plant, water conservation, the company's wholly-owned subsidiary Xinjiang Meihua intends to invest in water-saving technology transformation projectsTo this end, the listed company, Xinjiang Meihua and Guokai Development Fund Co., Ltd(hereinafter referred to as the "National Development Fund") three parties to jointly sign the "Investment Contract (Draft), agreed by the State Open Fund in cash" Z6iway to xinjiang Plum unilateral capital increase, the amount of capital increase is RMB 20 million, while the State Development Bank Fund entrusted the State Development Bank Co., Ltdto exercise the full rights after the capital increase, the amount of capital increase for the construction of the xinjiang plum powerAt the same time, the contract stipulates that the average annualized return on investment of CDF investment shall not exceed 1.2% during the investment period Z6i prior to this capital increase, the company holds a 100% stake in Xinjiang Meihua, and after the completion of this capital increase, the listed company will hold a 99.21% stake in Xinjiang Meihua, and the Guokai Fund will hold a 0.79% stake in Xinjiang Meihua Z6i on November 27, 2015, the company held the 23rd meeting of the 7th Board of Directors, at which the adoption of the "On the State Development Fund Co., Ltd to participate in the investment of Xinjiang Plum Amino Acid Co., Ltd bill."Z6i this transaction is not an affiliate dissoty transaction and does not need to be submitted to the General Meeting of Shareholders for consideration Z6i II, investors basic situation Z6i investors for the national open fund, according to the national market subject credit information publicity system information information, the basic information is as follows: Z6i Guokai Fund is a wholly-owned subsidiary of China Development Bank Co., Ltd., registered in Beijing, established on August 25, 2015, the scope of business mainly includes non-securities business investment, investment management, etc Z6i 3, the basic situation of the investment target Z6i company name: Xinjiang Meihua Amino Acid Co., Ltd Z6i registered address: 5 canal city people's North Road 3092 Z6i legal representative: He Jun Z6i registered capital: RMB pick-up Yuan Z6i Company Type: Limited Liability Company (wholly legal person) Z6i Business Scope: Licensed Business Items: MSG (Sodium Glutamate (99%), Food Additives, Condiments, Starch, Protein Powder and Starch By-products, Amino Acid Products Production and Processing, Sales; General operating items: import and export of goods and technology; compound fertilizer production and sales; liquid aqueous ammonia and by-productliquid nitrogen, liquid radon, liquid oxygen, yellow raw glue production and sales; organic fertilizer, soil conditioner, compound fertilizer production, processing and sales (Projects prohibited by laws and administrative regulations may not be operated; projects restricted by laws and administrative regulations may not be operated only after they have been approved)Z6i Xinjiang Plum Company,a subsidiary set up in 2011 in five canals in Xinjiang, before the State Open Fund took a stake in Xinjiang Plum, Xinjiang Plum is a wholly owned subsidiary of the company Z6i IV, the main content of the investment contract Z6i 1.Interpretation Z6i refers to Z6i contract "Party A" "National Development Fund" Guokai Development Fund Co., Ltd refers to Z6i contract "Party B" "Listed Company" Meihua Biotech Group Co., Ltd I contract "C side" "Xinjiang plum flower" Xinjiang plum amino acid coc liability company refers to Z6i investment project Z6i plum water-saving technology transformation project Z6i 2 the amount of capital increase and term Z6i The Guokai Fund to increase the capital of Xinjiang Plum with RMB 20 million Z6i agree that the investment period of the Cdi Foundation in Xinjiang Plum Is 20 years from the date of completion of the in-surrender capital increase payment (hereinafter referred to as the "Investment Term") is the date of the payment During the investment term and after the expiration of the investment term, CdF Z6i shall have the right to exercise the investment recovery option in accordance with the contract, and require Party B to buy back the C shares held by Party A and/or require Party C to realize the withdrawal of the investment principal to Party C by reducing the registered capital (hereinafter referred to as "reduced capital") and/or to require Party B and Party C to cooperate with Party C to withdraw through market-oriented means Z6i 3 Xinjiang Plum Capital Register and Equity Status before and after the capital increase is as follows: Z6i before this capital increase Z6i paid-in capital contribution Z6i serial number Shareholder name The proportion of the contribution Z6i (million yuan) (%) (%) Z6i (million yuan) (million yuan) Z6i 1 listed companies 250,000 100 250 250, 000 250,000 99.212 CDF --- -- -- 2,000 2,000 0.79 Z6i total 250,000 250,000 100 252,000 252,000 Z6i the proportion of equity in the capital increase, subject to the results of the mutually agreed assessment, but Party B and Party C shall ensure that the assessment is completed by 31 December 2015 Z6i the amount of capital increase shall be used for the construction of the Xinjiang Meihua water-saving technology transformation project, at the same time, Xinjiang Meihua needs to determine that the proposed investment project has been approved by the development and reform department for the feasibility study report Z6i 4 After-investment management Z6i parties agree that after the completion of this capital increase, Party A will not appoint directors, supervisors and senior managers to Party C, and the shareholders' meeting will be the highest authority of Party C Z6i 5 After the completion of the construction period of z6i , Party A shall have the right to require Party B to repurchase Party A's c shares in accordance with the time, proportion and price stipulated in the contract, and Party B shall be obliged to repurchase the relevant shares (the "underlying shares below each repurchase" shall be required) and pay the share repurchase price in time and in full before the closing date of the repurchase stipulated in the contract Z6i the equity transfer consideration that Party B shall pay before each repurchase and delivery date shall be based on the actual investment amount of the underlying equity for each exit Party B Repurchase Program is as follows: Z6i Serial Number Repurchase Delivery Date Target Equity Transfer Consideration (RMB 10,000) Z6i 1 November 26, 2020 Z6i 2 November 26, 2025 Z 6i 3 November 26, 2030 Z6i 4 November 26, 2035 Z6i 6 Investment Income Z6i The State Open Fund calculates and collects investment income in accordance with the standards and times agreed in the contract The average annualized return on investment over the investment period is not more than 1.2% Z6i The investment income obtained by Party A each year through cash dividends, repurchase premiums, etc shall be calculated on the basis of the 1.2%/year return on investment Party A's annual investment income - Party A's actual investment (i.e., Party A's capital increase of 0.2 billion yuan plus Party A's actual additional investment (if any) - Party A has recovered the investment principal) x investment rate of return The investment income that Party A shall receive in each year , the investment income of the year, and the return on the income that should be earned in the previous year Z6i investment income includes dividends, dividends, repurchase premiums and other income received by Party A from Party C (excluding total investment by Party A to Party C) Z6i 7 Performance Guarantee Z6i Xinjiang Meihua will be located in the five canal industrial zones east of the main canal, north of the three roads, planning Yongsheng Branch Road south, five Cai Road west of the industrial land use rights use rights (land use license number: agricultural six division s(2011) no 21101008, area: 468596 square meters) as collateral Z6i V, other guarantee measures Z6i 1 Xinjiang Meihua water-saving technology transformation project has been issued by the Xinjiang Production and Construction Corps Sixth Division Industrial Bureau, the project filing certificate number for the division industrial preparation (2015) No 8 enterprise investment project record certificate Z6i 2 Listed companies provide joint and several liability guarantees for the investment costs and income of the creditor's State-run fund for The Xmei of Xinjiang, and sign a guarantee contract with the CdI Fund Z6i 6, the impact of listed companies Z6i The National Open Fund to increase capital in Xinjiang Plum, in essence, is to support the construction of water-saving transformation projects, the cost of capital is lower than the interest of bank loans in the same period, is conducive to the company to reduce the cost of capital, improve the company's overall economic efficiency Z6i 7, Reference Document Z6i 1 Resolution of the 23rd Meeting of the Board of Directors of the Company Z6i 2 Investment Contract (Draft) Z6i hereby announces Z6i Meihua Biotech Group Co., Ltd Board of Directors Z6i November 27, 2015 Z6i Securities Code: 600873 Securities Short: Plum Bio Announcement No: 2015-095 Meihua Biotech Group Co., Ltd Kai Z6i Development Fund Co., Ltd intends to participate in the investment of Xinjiang Meihua ammonia Z6i base acid limited liability company announcement Z6i the board of directors and all directors to ensure that the contents of this announcement are free of any false records, misleading statements or material omissions, and to bear individual and joint liability for the authenticity, accuracy and completeness of its contents Z6i , transaction overview Z6i In order to further improve the "Company" or "listed company" wholly-owned subsidiary Xinjiang Meihua Amino Acid Co., Ltd (hereinafter referred to as "Xinjiang Plum" production)) Z6i the recycling efficiency of water resources in the plant, water conservation, the company's wholly-owned subsidiary Xinjiang Meihua intends to invest in water-saving technology transformation projects To this end, the listed company, Xinjiang Meihua and Guokai Development Fund Co., Ltd (hereinafter referred to as the "National Development Fund") three parties to jointly sign the "Investment Contract (Draft), agreed by the State Open Fund in cash" Z6i way to xinjiang Plum unilateral capital increase, the amount of capital increase is RMB 20 million, while the State Development Bank Fund entrusted the State Development Bank Co., Ltd to exercise the full rights after the capital increase, the amount of capital increase for the construction of the xinjiang plum power At the same time, the contract stipulates that the average annualized return on investment of CDF investment shall not exceed 1.2% during the investment period Z6i prior to this capital increase, the company holds a 100% stake in Xinjiang Meihua, and after the completion of this capital increase, the listed company will hold a 99.21% stake in Xinjiang Meihua, and the Guokai Fund will hold a 0.79% stake in Xinjiang Meihua Z6i on November 27, 2015, the company held the 23rd meeting of the 7th Board of Directors, at which the adoption of the "On the State Development Fund Co., Ltd to participate in the investment of Xinjiang Plum Amino Acid Co., Ltd bill."Z6i this transaction is not an affiliate dissoty transaction and does not need to be submitted to the General Meeting of Shareholders for consideration Z6i II, investors basic situation Z6i investors for the national open fund, according to the national market subject credit information publicity system information information, the basic information is as follows: Z6i Guokai Fund is a wholly-owned subsidiary of China Development Bank Co., Ltd., registered in Beijing, established on August 25, 2015, the scope of business mainly includes non-securities business investment, investment management, etc Z6i 3, the basic situation of the investment target Z6i company name: Xinjiang Meihua Amino Acid Co., Ltd Z6i registered address: 5 canal city people's North Road 3092 Z6i legal representative: He Jun Z6i registered capital: RMB pick-up Yuan Z6i Company Type: Limited Liability Company (wholly legal person) Z6i Business Scope: Licensed Business Items: MSG (Sodium Glutamate (99%), Food Additives, Condiments, Starch, Protein Powder and Starch By-products, Amino Acid Products Production and Processing, Sales; General operating items: import and export of goods and technology; compound fertilizer production and sales; liquid aqueous ammonia and by-productliquid nitrogen, liquid radon, liquid oxygen, yellow raw glue production and sales; organic fertilizer, soil conditioner, compound fertilizer production, processing and sales (Projects prohibited by laws and administrative regulations may not be operated; projects restricted by laws and administrative regulations may not be operated only after they have been approved)Z6i Xinjiang Plum Company,a subsidiary set up in 2011 in five canals in Xinjiang, before the State Open Fund took a stake in Xinjiang Plum, Xinjiang Plum is a wholly owned subsidiary of the company Z6i IV, the main content of the investment contract Z6i 1.Interpretation Z6i refers to the Z6i contract "Party A" "National Development Fund" National Development Fund Co., Ltd refers to Z6i contract "Party B."
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