Negotiable securities code: Abbreviation of 603579 negotiable securities: Number of announcement of flourish peaceful health: 2019-027
Our company board of directors and collectivity trustee make sure this announcement content is nonexistent state of sex of any false account, misdirect is major perhaps omit, assume to the authenticity of its content, accuracy and integrality reach joint liability individually.
Inc. of science and technology of health of Shanghai flourish peaceful (the following abbreviation " company " ) held the 2nd board of directors the 19th times on April 19, 2019 the 2nd the conference, supervision board the seventeenth conference, discuss passed " invest capital of collect of project delay, part to invest a project to written guarantee about partial collect capital what use balance collect fund at permanent and compensatory circulating fund is second reading " . Company independent director is second reading to this expressed the independent opinion that agrees clearly, the orgnaization that protect Jian expressed the opinion that check to this item. This are second reading still need company shareholder plenary meeting to discuss after passing, just can carry out. Be as follows particular case announcement now:
One, overview of case of project of collect capital investment
(one) the fundamental condition of collect capital
Classics China negotiable securities controls administrative committee " about health of peaceful of approve Shanghai flourish Inc. of science and technology makes public the give an official that issues a share first " (card inspect is permitted [2016]3053 date) approve, the company issues RMB common stock publicly to the society (A) stock 1, 7.5 million (every par value 1 yuan) , collect capital total is a RMB 78, 1.55 million yuan, deduct after issueing charge, net specified number of actual collect capital is 72, six million four hundred and thirty-seven thousand three hundred yuan. Accountant office is collected in afore-mentioned collect capital classics (special and common partnership) careful check, issued " check endowment reports " (in collect meeting check [2017]0009 date) .
(2) specific collect delivers this second collect fund project case
Unit: 10 thousand yuan
2, this second delay collect sends project case
(one) former project plans investment
"Base of healthy product production builds a project " aim to through enlarging productivity, promotion product quality is controlled and improve manufacturing technology, the product does will existing massage appliance greatly further strong, improve company beneficial result further.
(2) the reason that lengthens executive cycle
The manufacturer room that collect joins a project already was built finish, partial product line throws production formally already. But because the part cuts out the workshop cuts bed facility of short duration into parts to did not carry,arrive, reason plans to lengthen executive cycle.
(3) specific adjust plan
The company passes careful research, agree " base of healthy product production builds a project " executive cycle is lengthened come to will end in September 2019.
(4) collect throws the project delay effect to the company
This second lengthen " base of healthy product production builds a project " amount of the content that did not change project construction, investment, executive main body, project part produces a line to already threw production, at present workshop and plant layout still can satisfy order requirement, won't manage to production constitute great and adverse effect, nonexistent covert use of change collect fund and the state that harm shareholder interest.
3, project of this investment of capital of second part collect writtens guarantee use balance collect fund at circumstance of permanent compensatory circulating fund
(one) project of investment of partial collect capital writtens guarantee a fund of the market that reach collect balance circumstance
Company this second knot collect capital invests a project to be: Center of research and development builds project and experience pattern new-style sale network builds a project. Afore-mentioned projects already completed construction and achieve book can use position. Up to on March 31, 2019, the use of afore-mentioned project collect capital and balance situation are as follows:
Unit: 10 thousand yuan
Note: The net specified number that the bank deposit interest that accrual receives for accumulative total deducts bank poundage to wait and buy earnings of product of conduct financial transactions; Turn actually give amount in order to turn remaining sum of interest of bank written guarantee is that day accurate.
(2) this second collect casts a project to written guarantee the main reason of a collect capital surplus
The company is in item executive process, abide by what collect capital uses strictly to concern a provision, act on managing, reasonable principle, use collect fund carefully, purchase through rigid standard, construction system, below the premise that makes sure project quality and control carry out a risk, the control that strengthens a project to build each link cost, supervise and manage, through to each resource reasonable attemper and optimize, reduce a project to build cost and cost reasonably, formed capital surplus.
(3) the use plan of balance collect capital
Center of research and development of project of investment of company collect capital builds project and experience pattern project of construction of new-style sale network already was carried out end, for more use collect fund reasonably, raise collect capital to use efficiency, the company plans to invest afore-mentioned collect capital the project to written guarantee a balance collect capital after 1, eight million four hundred and thirty-six thousand three hundred yuan (include up to the interest income March 31, 2019 one million four hundred and nineteen thousand four hundred yuan, gold of actual amount as a way of turns piece that day only door remaining sum is accurate) permanent and compensatory circulating fund, use at company daily production to manage, be helpful for the oldest rate developing collect capital to use benefit, accord with a company to manage development need actually, accord with all shareholder interest, did not disobey Chinese card inspect stock exchange of meeting, Shanghai the concerned provision that about appearing on the market company collect capital uses.
Wait for balance collect capital to turn to go out and pay actually after handling quality bail and end money, afore-mentioned collect capital only door will use no longer, the company will be dealt with sell a formalities. Only door after cancelling, company and the orgnaization that protect Jian, open an account what the bank signs is relevant " collect capital only door memory tripartite superintends an agreement " stop subsequently.
4, independent director, supervision board and the opinion of the orgnaization that protect Jian
(one) independent director opinion
Independent director thinks: This second invest capital of collect of project delay, part to invest a project to written guarantee about partial collect capital an item that uses balance collect fund at permanent compensatory circulating fund, it is company foundation the project is actual circumstance and made careful decision, will be helpful for reasonable the resource configuration that optimizes a company, improve the use efficiency of company collect capital. Item was narrated to fulfill necessary examination before program, still need to refer shareholder plenary meeting to discuss, accord with " company method " , " stock of Shanghai stock exchange appears on the market regular " etc file of legal laws and regulations, normative sex and " company rules " regulation. Accordingly, independent director agrees with capital of company share collect to invest capital of collect of project delay, part to invest a project to written guarantee an item that uses balance collect fund at permanent compensatory circulating fund.
(2) supervision board opinion
Supervision board thinks: This second lengthen healthy product to produce base to build cycle, will " center of research and development builds a project " reach " new-style sale network builds experience pattern project " knot use balance collect fund Yu Yongjiu compensatory circulating fund is a company the careful decision that makes according to objective need, accord with the development strategy of the company, accord with " appear on the market the company is superintended how-to the 2nd, the superintendency requirement that appears on the market to company collect capital manages and be used " , " Shanghai stock exchange appears on the market company collect capital runs way (edited 2013) " and " company rules " concerned regulation, be helpful for raising collect capital to use efficiency, improve company capital condition, accord with the interest of all company shareholder. Capital of collect of delay of this project of investment of capital of second part collect, part invests the company the project writtens guarantee used balance collect fund at item of permanent and compensatory circulating fund to fulfill necessary decision-making process, still need to refer shareholder plenary meeting to discuss, accord with " stock of Shanghai stock exchange appears on the market regular " and " company rules " the relevant provision that wait.
(3) the orgnaization that protect Jian checks an opinion
Via checking, the orgnaization that protect Jian thinks: Capital of delay of this project of investment of capital of second part collect, part collect invests the company the project writtens guarantee an item that uses balance collect fund at permanent and compensatory circulating fund already company board of directors is discussed, expressed the opinion that agrees clearly by company independent director, supervision board, still need to refer shareholder plenary meeting to discuss, accord with " negotiable securities is issued appear on the market the business that protect Jian runs way " , " appear on the market the company is superintended how-to the 2nd -- the superintendency requirement that appears on the market to company collect capital manages and be used " and the concerned regulation of Shanghai stock exchange. Capital of use balance collect is permanent and additional circulating fund, conduce to raise collect capital to use efficiency, accord with interest of company collectivity shareholder, nonexistent harm company and shareholder especially in the circumstance of small shareholder interest. On put together, the orgnaization that protect Jian is healthy to flourish peaceful project of investment of capital of collect of delay of this project of investment of capital of second part collect, part writtens guarantee use balance collect fund Yu Yongjiu item of compensatory circulating fund is consentient.
5, for future reference file
1, the 2nd board of directors of company resolution of the 19th conference
2, the 2nd supervision board of company resolution of the seventeenth conference
3, company independent director about the 2nd board of directors the 19th conference is relevant the independent opinion of item
4, east promote negotiable securities Inc. to invest capital of project delay, part collect to invest a project to written guarantee about capital of collect of part of Inc. of science and technology of health of Shanghai flourish peaceful use balance collect fund at
Hereby announcement.
Inc. of science and technology of health of Shanghai flourish peaceful
Board of directors
2019
