Ningxia Zhongyin Cashmere Industry Co., Ltd.
The summary of this semi-annual report comes from the full text of the semi-annual report. Investors should read the full text of the semi-annual report published on the websites designated by the China Securities Regulatory Commission (CSRC) at the same time as the websites of Juchao Information Network or Shenzhen Stock Exchange. (2) Company Profile This reporting period last year Year-on-year increase (minus) Cause of change Related company stock trends China Silver Cashmere Industry Mei Luo Pharmaceutical Construction Bank Bank of China Operating income 1,414,991,363.43 1,209,668,066.02 16.97% Mainly the company's cashmere yarn market is well developed and its income has increased significantly Operating cost 1,081,593,604.77 933,532,743.72 15.86% Mainly due to an increase in sales revenue and a corresponding increase in cost of sales sales expense 29,548,971.93 28,220,107.66 4.71% Mainly due to the increase in depreciation and decoration fees for specialty stores of domestic marketing system for cashmere products Management costs 54,508,528.75 39,043,560.64 39.61% Mainly due to the increase in employee compensation, financing consultancy fees, and inventory supervision fees in the current period as compared to the previous period Financial expenses 103,193,212.21 79,296,136.13 30.14% The main increase in loan interest expenses Income tax expense 19,242,155.29 18,786,725.83 2.42% Mainly due to increased profitability of the company and increased profits Net cash flow from operating activities -104,224,585.99 -215,030,853.73 51.53% Mainly due to the increase in sales receipts and government grants received during the current period compared to the same period of last year Net cash flows from investing activities -721,471,310.50 -193,325,823.74 273.19% Mainly due to the increase in fixed assets paid for the construction of ecological textile demonstration industrial park projects invested by the company during the current period Net cash flow from financing activities 1,376,719,769.31 542,376,818.13 153.83% Mainly due to increase in loan due to increase in company investment projects and purchase of raw materials Net increase in cash and cash equivalents 542,359,911.12 129,400,048.30 319.13% The fundraising amount for the reporting period has not been paid at the end of the period Money funds 1,011,563,093.78 449,405,950.66 125.09% Mainly at the end of the new loan period has not yet been paid bill receivable 10,299,181.83 1,590,072.75 547.72% Mainly due to the increase in commercial bill settlement methods in the current period Prepayments 462,943,753.03 270,806,351.58 70.95% Mainly due to the increase in deposits for prepaid equipment invested by the company in the construction of ecological textile demonstration industrial park projects Other receivables 50,413,844.01 17,153,189.73 193.9% Mainly due to the fact that the company’s 1-2 quarterly trade discount has not yet been received Fixed assets 1,066,356,137.68 774,607,333.29 37.66% Mainly due to the impact of the company's construction of multi-component special fiber high-grade textile spinning and other technological transformation projects to reach the expected usable state. Construction in progress 443,928,013.06 290,508,375.54 52.81% Mainly due to the company's investment in ecological textile demonstration industrial park projects Intangible assets 156,039,616.56 36,764,323.14 324.43% Mainly due to the land impact of the eco-textile demonstration industrial park project purchased by the company Goodwill 4,035,750.42 521,503.60 673.87% Mainly due to the company’s acquisition of stake in Cambodia Xinwang Company Long-term prepaid expenses 12,845,929.12 7,423,344.24 73.05% The Bank of China's holding subsidiary, BOC Cambodia Textile Co. accounts payable 155,298,388.58 234,469,890.53 -33.77% Mainly due to the company's purchase of raw materials to pay more Advance receipts 44,197,918.81 66,430,850.27 -33.47% Mainly due to the reduction of company sales advance payment Taxes payable -103,765,871.27 -43,256,084.39 139.89% Mainly due to the increase in procurement inventory in the current period, resulting in an increase in tax at the end of the period Payable employee compensation 3,136,273.43 1,610,622.20 94.72% Mainly due to the fact that raw materials company's accrued salary has not yet been paid Other payables 17,259,830.78 11,293,258.07 52.83% Mainly due to the advances from the original shareholders owed by the Bank of Cambodia Textile Co. Long term loan 1,436,179,818.87 499,844,880.99 187.33% Mainly due to the increase in corporate project loans Business tax and surcharges 113,460.26 1,749,829.36 -93.52% Mainly due to the decrease in sales tax due to the reduction of VAT Asset impairment loss -8,249,934.00 3,612,745.43 -328.36% Mainly due to the decrease in accounts receivable in the current period and the recovery of longer-aged accounts. Non-operating income 46,385,172.94 30,851,698.38 50.35% Mainly due to the increase in government subsidies received during the current period 2. Main financial data and shareholder changes (1) Main financial data Whether the company retrospectively adjusts or restates previous years' accounting data due to changes in accounting policies and correction of accounting errors Yes √ No Short stock China Silver Cashmere Industry Stock code 000982 Stock Exchange Shenzhen Stock Exchange Contact and contact information Board Secretary Securities Affairs Representative Names Miss Chen Xiaofei Ms Xu Jinye phone 0951-4038950 to 8935 0951-4038950 to 8934 fax 0951-4519290 0951-4519290 email Chenxiaofei@zhongyincashmere. Com Xujy@zhongyincashmere. Com (2) Table of the top 10 shareholders This reporting period last year This report period increased or decreased (%) over the same period of last year Operating income (yuan) 1,414,991,363.43 1,209,668,066.02 16.97% Net profit attributable to shareholders of a listed company (yuan) 180,936,559.18 135,751,839.32 33.28% Net profit attributable to shareholders of listed companies net of non-recurring gains and losses (yuan) 170,159,672.61 125,436,170.00 35.65% Net cash flow from operating activities (yuan) -104,224,585.99 -215,030,853.73 51.53% Basic earnings per share (yuan/share) 0.25 0.24 4.17% Diluted earnings per share (yuan/share) 0.25 0.24 4.17% Weighted average return on equity (%) 10.09% 15.27% -5.18% At the end of this report At the end of the previous year Increase or decrease (%) at the end of the reporting period compared to the end of the previous year Total assets (yuan) 6,696,966,031.93 5,052,581,056.54 32.55% Net assets attributable to shareholders of listed companies (yuan) 1,863,694,859.85 1,702,839,673.16 9.45% (3) Change of controlling shareholder or actual controller Change of controlling shareholders during the reporting period Applicable √ Not applicable Actual controller changes during the reporting period Applicable √ Not applicable 3. Management discussion and analysis I. Overview During the reporting period, although the global economy has not escaped the profound impact of the global financial crisis, the textile industry is facing unfavorable situations such as low international demand, slowing domestic demand growth, and rising cost of production factors. However, the company actively responds to various market changes and is correct on the board of directors. Under the leadership of decision-making and management, through the joint efforts of all employees, the company strived for progress, and all the company's production and business activities and project construction were effectively promoted. The company continued to focus on the cashmere business, maintained its upstream raw material acquisition advantage, and gradually converted this advantage to downstream products, while accelerating the company’s project construction and consolidating the company’s operating base. The company's 2012 share allotment project “multi-component special fiber yarn production line project†was fully completed and put into operation during the reporting period, which eased the tight production of yarn during the company’s production season and ensured the fulfillment of the company’s orders in order to respond to the market The increase in demand. The construction of the domestic sales brand network continued to advance, and the company’s domestic sales brand “Firosuofei†2013 autumn and winter product ordering was successfully held. The non-raised funds projects were also completed in 2012, laying a solid foundation for the development of the company's business. The Cambodian subsidiary was established and 2 million knitwear items will be completed and put into production in September; the US subsidiary’s investment is basically completed, with its own cashmere. Todd & Duncan's first store was also opened at the end of August at 54 Green Street, SOHO, Lower Manhattan, New York. The international layout of the company’s production and brand sales took shape. At the same time, the company actively seized the opportunities of the textile industry in the international integration and the transfer of domestic and western industries. In coordination with the company's strategic adjustments, the company launched the 2013 non-public issuance program at the right time to create a globally renowned natural fiber textile manufacturing base. Through the implementation of this fundraising project, the development of high-end worsted linen fabrics, together with multi-component worsted blends of different fibers such as wool and velvet, in order to achieve the production and sales of all seasons, promote the company's brand strategy in all directions, and break cashmere. The seasonal and scale bottleneck of the industry realizes the strategic transition of “relying on the market, consolidating the base, and building brandâ€, and gradually transforms the future pattern of “leading by the brand, taking into account the market, and supporting the high-end manufacturing baseâ€, and finally realizes the four seasons apparel. The brand operator’s vision. The establishment of the company’s ecological growth project is being actively promoted, and the land bidding, construction, controlled detailed planning, feasibility study, project approval, equipment selection and procurement, environmental assessment, safety assessment, energy evaluation, and process design have been completed. Infrastructure construction has been fully carried out. The company actively introduced high-end talents and further strengthened its talent team building. In particular, it has absorbed senior technical experts and management and marketing personnel with extensive experience in the flax and wool textile industry to participate in the project demonstration and responsible for specific implementation work to ensure the smooth implementation of the project. During the reporting period, the company’s main business, major sources of profits and its composition did not change. The company's main products include plush, cashmere, cashmere yarn and cashmere products. The main products are washed wool, plush, cashmere yarn, cashmere sweater, cashmere coat, scarves and other products. The company continued to maintain a healthy and stable development trend, achieved a steady growth in operating performance during the reporting period, cashmere yarn and products exports continue to rank first in the country, the customer structure is further optimized. With the improvement of the company's industrial chain, the optimization of product structure and the benefits of scale, the core competitiveness has been strengthened and the operating performance has continued to grow. Second, the main business analysis Overview During the reporting period, the company continued to use cashmere as the core business to consolidate the advantages of upstream raw material acquisition, strengthen cost management, expand sales channels, reasonably control costs, strengthen capital budgets, make full use of financial products such as trade finance, reduce financing costs, and reduce exchange losses. Improve sales margins and effectively support the company's main business development. During the reporting period, the company realized operating income of 1.415 billion yuan, an increase of 16.97% over the same period last year; operating costs of 1.082 billion yuan, an increase of 15.86% over the same period last year; the main business gross margin of 23.54% , an increase of 0.74 percentage points over the same period of last year; net profit of 181 million yuan, an increase of 33.28% over the same period last year; During the reporting period, the company’s sales expense was 29.549 million yuan, an increase of 4.71% over the same period of last year, and the management fee was 54.5085 million yuan, an increase of 39.61% over the same period of the previous year, mainly due to the increase in employee compensation over the previous year. The financial consultancy fees and supervision fees increased from the previous period. The financial expenses amounted to 1031.93 million yuan, an increase of 30.14% over the same period of the previous year. The main reason was that as the company’s sales scale increased, the amount of inventory purchases increased, and the purchase of funds increased. Make interest expenses increase. During the reporting period, the net cash flow from operating activities of the company was -1.04 billion yuan, which was an improvement over the previous period and an increase of 51.53% over the same period of last year, which was mainly due to the strengthening of sales collection efforts during the reporting period, and the sales receipts were more The increase in the same period last year. Changes in main financial data year-on-year unit: yuan Total shareholders at the end of the reporting period 14,755 Top 10 Shareholdings Shareholder name Nature of shareholders Proportion of shares held (%) The number of shares held The number of shares with limited sales conditions Pledge or freeze Share status Quantity Ningxia Zhongyin Cashmere Industry Group Co., Ltd. Domestic non-state-owned legal person 33.35% 239,720,000 0 Pledge 222,850,000 Xinhua Life Insurance Co., Ltd. - Dividend - Individual Dividend - 018L-FH002 Deep other 4.39% 31,585,940 0 Ping An Trust Co., Ltd. - Rui Fu II other 4.2% 30,192,134 0 Mei Luo Pharmaceutical Co., Ltd. Domestic non-state-owned legal person 3.58% 25,740,000 0 Lu Zhiyan Natural people in the territory 3.41% 24,519,580 0 Qin Weihui Natural people in the territory 1.09% 7,846,410 0 China Construction Bank - The Topic Selected Securities Investment Fund other 0.76% 5,492,459 0 Xu Maogen Natural people in the territory 0.73% 5,262,634 0 China Construction Bank-Cinda Australia Silver Leading Growth Equity Securities Investment Fund other 0.65% 4,685,666 0 Yellow game Natural people in the territory 0.65% 4,650,000 0 Explanation of the aforementioned shareholders' relationship or concerted action 1. Ningxia Zhongyin Cashmere International Group Co., Ltd. is the controlling shareholder of the company and there is no related relationship with other shareholders. 2. Among the top ten non-restricted shareholders of the company, the company is not aware of whether there is an associated relationship or is a person acting in concert as stipulated in the “Measures for the Administration of Information Disclosure of Changes in the Shareholding of Listed Companiesâ€. Explanation of shareholders participating in margin financing and securities lending business (if any) Among the top ten shareholders verified by the company, Lu Zhiyan holds 80,000 shares of the company through ordinary securities accounts, and holds 24,439,580 shares through the Guotai Junan Credit Transaction Guarantee Account, holding a total of 24,519,580 shares. The shares of the company held by the remaining shareholders at the end of the reporting period are the amount of shares held in their ordinary securities accounts. The number of shares held by the securities company’s credit guarantee securities account is zero. 4. Matters involving financial reports (1) Changes in accounting policies, accounting estimates and accounting methods compared with the previous year's financial report Not applicable (2) Statement of correction of major accounting errors in the reporting period that need retroactive restatement Not applicable (3) Changes in the scope of consolidated statements compared with the previous year's financial report In the reporting period, the company newly established the Bank of China Jiangyin Corporation, acquired the equity of Cambodia Xinwang Company and increased the capital to establish Cambodian Bank of China Corporation, which included the above two subsidiaries into the scope of consolidation. Securities code: 000982 Securities abbreviation: China Silver Cashmere Industry Bulletin No. 2013-51 Ningxia Zhongyin Cashmere Industry Co., Ltd. Announcement of Resolutions of the Nineteenth Meeting of the Fifth Board of Directors The company and all members of the board of directors ensure the truthfulness, accuracy, and completeness of the contents of the information disclosure, and there are no false records, misleading statements or major omissions. The Nineteenth Meeting of the Fifth Board of Directors of Ningxia Zhongyin Cashmere Co., Ltd. was held on August 28, 2013 (Wednesday) by means of voting by correspondence. The notification of the meeting was delivered by hand, email or on August 19, 2013. Send it to each director by fax. The company should vote 9 directors and actually vote 9 directors, namely Ma Shengguo, Ma Wei, Ma Feng, Chen Xiaofei, Liang Shaolin, independent directors Zhang Wenjun, Cui Jianmin, Lu Hao, and Zhang Xiaomeng. The convening, convening and voting procedures of this meeting are in compliance with the relevant laws, regulations and the company's "Articles of Association". The resolutions formed by the meeting are legal and valid. I. Reviewed and passed the "Ningxia China Silver Cashmere Industry Co., Ltd. 2013 Semi-annual Report and Abstract's Proposal" Voting results: 9 votes agree, 0 votes against, 0 abstentions Second, reviewed and approved the "Proposal on Ningxia Zhongyin Cashmere Industry Co., Ltd.'s Special Explanation on the Deposit and Use of Funds Raised in the Half of 2013" Voting results: 9 votes agree, 0 votes against, 0 abstentions For details, please refer to the 2013-52 “Special Explanation on the Deposit and Use of Funds Raised by the Board of Directors of Ningxia Yinyin Industry Co., Ltd. in 2013 for the Semi-Annual Issuesâ€. 3. Reviewed and passed the "Proposal on Comprehensive Business Reorganization of Hong Kong Oriental Cashmere Co., Ltd." Voting results: 9 votes agree, 0 votes against, 0 abstentions With the implementation of the overall strategic plan in the future, the company's main business will be expanded from the cashmere industry to wool and linen. In the future, the company’s product sales will be expanded from a single cashmere product to a multi-series including cashmere, wool, linen and blends. Product, company marketing strategy and structure will also be fully adjusted and transformed. In order to further rationalize the company's management structure, improve management efficiency, and optimize business processes, the company decided to plan and plan the sales business system and structure in an integrated manner. Through the overall restructuring of Hong Kong Oriental Cashmere Co., Ltd. (hereinafter referred to as "Oriental Company"), it has broken its original responsibility solely for hairlessness. The business model and unique structure of sales of cashmere and cashmere, expansion of sales teams, enhancement of business scope, creation of a more comprehensive business receipt and settlement platform for business functions, integration of company's existing resources, and cooperation with Shenzhen Branch to complete the business With the single-serving service, Hong Kong is fully utilized as a global financial center and a free trade port, taking advantage of the company’s sales of all its products and expanding its sales channels at home and abroad. Eastern Corporation was established in August 2005. In February 2008, the company acquired its equity and increased its registered capital to 20 million Hong Kong dollars, becoming a wholly-owned subsidiary of the company. It was originally responsible for the plush and cashmere of the European market. Sales. In order to develop international sales channels, docking terminals and high-end customer bases, to grasp the market's first-hand supply and demand information, and constantly improve the quality of customer service, the company will use Oriental Company as a platform to establish cashmere, wool and linen businesses. The field-based sales system is fully responsible for the company’s sales and international settlement business, and governs cashmere yarns, garments, wool yarns, wool fabrics, linen yarns, linen fabrics, woven fabrics and garments, knitted fabrics and garments. The overall marketing business of plush velvet strips and international settlements can also take advantage of Hong Kong's strengths in finance, exchange rate, talents, management and trade, and coordinate and coordinate the sales operations of overseas marketing agencies of the company, with the company's existing raw materials and production. , Independent brands, and capital management departments closely cooperated to effectively promote the continuous and stable development of the company's overall business operations. Orient’s managing director is concurrently served by the company’s current deputy general manager Zheng Ning. Fourth, reviewed and approved the "Proposal on the Cancellation of Shanghai Branch" Voting results: 9 votes agree, 0 votes against, 0 abstentions Shanghai Branch was originally a marketing platform for the company's export of cashmere sweaters and products. It was responsible for the order acceptance and business negotiations of the company's cashmere products. It was established in 2008. With the layout and establishment of the company’s overseas marketing agencies, the company’s sales platform will be moved to Hong Kong and the United States to be closer to the target customer base. The function of the Shanghai branch as a company’s trade transfer station will gradually weaken. In view of the company's marketing strategy deployment and upgrading, in order to fully coordinate the marketing system construction and overall management of the company’s overall sales business, the company decided to cancel the Shanghai branch company. The original Shanghai branch’s business and personnel were separately arranged according to the company’s overall marketing structure, and belonged to the Oriental company’s management. It helps to streamline institutions and optimize business process management. Special announcement. Ningxia Bank of China Cashmere Industry Co., Ltd. Board of Directors August 30, 2013 Ningxia Zhongyin Cashmere Industry Co., Ltd. Special Report of the Board of Directors on Deposit and Use of Funds Raised in the Half of 2013 The company and all members of the board of directors ensure the truthfulness, accuracy, and completeness of the information disclosed, and there are no false records, misleading statements or major omissions. As of June 30, 2013, the fund raising project that the company is still implementing has two items, which are: net non-public offering raised funds of 274,244,251.00 yuan in 2011, mainly used for purchase of 5,000 tons of cashmere And the domestic marketing system construction projects for primary processing and cashmere products; (2) the net fundraising amount of 610,218,424.80 yuan for unrestricted sale of circulating shares in 2012, which is mainly used for the technological transformation of high-grade textile spinning of multi-component specialty fibers. Projects and repayment of short-term bank loans. Funds Raised Project I. Non-public Offering Fundraising Project for 2011 I. Fundraising Fundamental Situation (I) Amount of fund raised and time of place As approved by the China Securities Regulatory Commission's "Approved Ningxia Zhongyin Cashmere Industry Co., Ltd. Non-public Offering of Shares" (Zheng Jian Li [2011] No. 83), the company's non-public issuance of stocks does not exceed 39 million shares. The Company actually issued 29 million shares of RMB ordinary shares in non-public offering at a price of RMB 10 per share. The total amount of funds raised was RMB 290,000,000, net of various issuance expenses of RMB 15,755,749, and net funds actually raised were collected. The amount is RMB 274,244,251. The fund-raising time is February 1, 2011, and is verified by Shin Wing Certified Public Accountants Co., Ltd. [now renamed Shine Wing Certified Public Accountants (Special General Partnership), hereinafter referred to as Shine Wing Certified Public Accountants]. XYZH/2010YCA1127-1 capital verification report was issued. The net proceeds of RMB 274,244,251 were deposited on February 1, 2011 in the special fund-raising account opened by the Bank's branch of the Bank of China Ningxia Hui Autonomous Region (hereinafter referred to as "China Bank Ningxia Branch"). 106010230860. As the capital raising investment project implementation subjects are respectively the company’s wholly-owned subsidiary Ningxia Zhongyin Cashmere Industry Material Co., Ltd. (hereinafter referred to as “BOC Materialsâ€) and Ningxia Zhongyin Duncan Garment Co., Ltd. (hereinafter referred to as “BOC Duncan Apparelâ€), during the implementation of the project In the process, the Company gradually increased the proceeds from the raised capital to Zhongyin Raw Materials and BOC Duncan Garments. Zhongyin Raw Materials and BOC Duncan Garments opened a special fund raising account for the Bank of China Ningxia Branch. The account numbers were 106011547630 and 106011547674, respectively. (II) Use amount of funds raised and closing balance As of December 31, 2012, the raised funds were directly invested in the raised investment projects by 233.610 million yuan. In the current period, the invested projects were raised by 23,528,300 yuan, and the total amount of funds raised and invested totaled 256,589,300 yuan. As of June 30, 2013, the unused balance of raised funds was RMB 18,875,500. Second, raise funds management (I) Management of raised funds In order to standardize the management of the company’s raised funds and improve the efficiency of the use of raised funds, it is based on the “Company Lawâ€, “Securities Lawâ€, “Notice on Further Regulating the Use of Raised Capital of Listed Companies†and “Stock Listing Rules of Shenzhen Stock Exchange†and other related issues. In accordance with the regulations and in light of the actual situation of the company, the "Ningxia China Silver Cashmere Industry Co., Ltd. has adopted a management system for the storage and use of raised funds" to implement special account storage management for the funds raised. All expenditures for investment in raised funds projects are submitted by the relevant departments. Within the scope of the authorization of the board of directors, payment shall be made after level approval, and those exceeding the scope of authorization of the board of directors shall be reported to the general meeting of shareholders for approval. The use of raised funds will strictly comply with the regulations of the management system, clarify the related responsibilities of each control link, apply for, approve and use the raised funds according to the investment plan, and conduct internal inspections and assessments of the use situation. The sponsor’s management and use of the raised funds at any time Conduct an on-site inspection. (II) Storage of Special Funds for Raised Capital As of June 30, 2013, the specific storage conditions of the raised funds are as follows: Amount Unit: RMB Total funds raised 27,424.43 Total investment funds raised during the reporting period 2,352.83 Total amount of funds raised for use during the reporting period 8,625.52 Total investment has been accumulated to raise funds 25,658.93 Accumulated change of use of the total amount of funds raised 8,625.52 The proportion of the total amount of raised funds for cumulative use 31.45% Promising Investment Projects and Over-fund Raising Have you changed the project (including some changes) Raise funds to commit total investment Total investment after adjustment (1) The amount of investment in the report period Accumulated investment amount as of the end of the period (2) Investment progress as of the end of the period (%) (3) = (2)/(1) The project reaches the scheduled availability status date Benefits achieved during the reporting period Whether to achieve the expected benefits Whether the project feasibility has undergone major changes Committed investment project 1. 5000 tons of cashmere procurement and preliminary processing project no 11,018.70 11,018.70 11,026.47 100.07 June 2011 3,729.63 Yes no 2. Cashmere products domestic marketing system construction project Yes 18,000.00 16,405.73 2,352.83 14,632.46 89.19 June 2013 -331.11 Staged no Subtotal of the promised investment project 29,018.70 27,424.43 2,352.83 25,658.93 3,398.52 Superfinancing Funds no Over-fund raising subtotals total 29,018.70 27,424.43 2,352.83 25,658.93 3,398.52 Failure to reach schedule or expected benefits and circumstances no Description of major changes in project feasibility no The amount, use and progress of use of funds raised no Changes in Implementation Location of Investment Projects for Raised Capital no Adjustment of Implementation Methods of Investment Projects for Raised Capital On August 26th, 2011, the 3rd Extraordinary Shareholders' Meeting of 2011 reviewed and approved “About the wholly-owned subsidiary Ningxia Zhongyin Dunken Garment Co., Ltd. purchased the relevant real estate in Beijing, Yinchuan, Yantai, and Harbin as a brand flagship store and recruited. The Proposal for the Change of the Implementation Mode of the Capital Investment Project “Cashmere Products Domestic Marketing System Construction Projectâ€. The original planning for the construction of the domestic marketing system for cashmere products was originally implemented by signing the lease contract, renting out production, and setting up sales outlets. The investment was changed to a partial purchase of real estate. Pre-investment and replacement of raised capital investment projects On March 8, 2011, the 25th Board of Directors of the 4th session of the Company reviewed and approved the Proposal on the Use of Raised Funds to Replace Self-raised Funds of Investment Projects that Have Been Raised Prior to the Proceeds, and agreed to replace the funds raised in advance with the funds raised. The self-financing capital of the capital investment project is RMB 110 million. The company has already collected RMB 110 million from the raised capital account and transferred it to the production and operating capital account. Temporary replenishment of working capital with idle proceeds The 25th meeting of the 4th Board of Directors of the Company and the 1st Extraordinary Shareholders' General Meeting in 2011 reviewed and approved the company's temporary replenishment of circulating funds using idle funds of RMB 10 million. The period of use does not exceed 6 months (since 2011 4 From the 20th of January to the 19th of October 2011, the company actually used the idle raised capital of 60 million yuan to temporarily supplement the working capital, and used the above 60 million yuan for temporary supplementary flow on October 17, 2011. The idle fund-raising funds were all returned to the company's dedicated fund-raising account. The 6th meeting of the 5th Board of Directors of the Company and the 5th Extraordinary Shareholders' Meeting in 2011 reviewed and approved the use of idle proceeds of RMB 50 million to temporarily replenish working capital for a period of no more than 6 months (since November 11, 2011). From May 10 to May 2012, the company actually used idle funds of RMB 50 million to temporarily supplement the liquidity, and on May 8, 2012, the above RMB 50 million was used for temporary replenishment of working capital. The idle raised funds were all returned to the company’s special account for raising funds. As of June 30, 2013, the Company did not temporarily use unused funds for other purposes. The amount and reasons for the raised fund balance in project implementation no The use and destination of unused funds The unused raised funds and interest income amounted to RMB 18,875,500, which was deposited in the special fund-raising account opened by the company in banks. Issues or other issues in the use and disclosure of raised funds no III. Actual use of funds raised during the reporting period Raised funds use situation comparison table Unit: RMB ten thousand Total funds raised 61,021.84 Total investment funds raised during the reporting period 1,689.13 Total amount of funds raised for use during the reporting period Total investment has been accumulated to raise funds 59,444.32 Accumulated change of use of the total amount of funds raised The proportion of the total amount of raised funds for cumulative use Promising Investment Projects and Over-fund Raising Have you changed the project (including some changes) Raise funds to commit total investment Total investment after adjustment (1) The amount of investment in the report period Accumulated investment amount as of the end of the period (2) Investment progress as of the end of the period (%) (3) = (2)/(1) The project reaches the scheduled availability status date Benefits achieved during the reporting period Whether to achieve the expected benefits Whether the project feasibility has undergone major changes Committed investment project 1. Multi-component special fiber high-grade textile spinning technical transformation project no 14,843.02 14,843.02 1,689.13 13,265.50 100 March 2013 814.26 Yes no 2. Repay bank short-term loans no 50,156.98 46,178.82 46,178.82 100 Not applicable no Subtotal of commitment to investment projects 65,000.00 61,021.84 1,689.13 59,444.32 814.26 Superfinancing Funds no Over-fund raising subtotals total 65,000.00 61,021.84 1,689.13 59,444.32 814.26 Failure to reach schedule or expected benefits and circumstances no Description of major changes in project feasibility no The amount, use and progress of use of funds raised no Changes in Implementation Location of Investment Projects for Raised Capital no Adjustment of Implementation Methods of Investment Projects for Raised Capital no Pre-investment and replacement of raised capital investment projects After review by Shin Wing Certified Public Accountants XYZH/2012 YCA1047, as of September 14, 2012, the company has used its own funds to raise funds in advance to invest in projects multi-component special fiber high-grade textile spinning technology reform project 10,398.67 million yuan. On the 17th meeting of the fifth session of the Board of Directors of the Company on September 17, 2012, the Company reviewed and approved the Proposal on the Use of Raised Funds to Replace Self-raised Funds for Investment Projects that Have Been Fundraising Proposed in Advance, and agreed to replace the funds that had been invested in advance with the funds raised. The self-financing of the investment project was 10,398.67 ten thousand yuan. The company’s independent directors, sponsor agencies, and supervisors all expressed their opinions and agreed to implement the above replacement. The company has collected RMB 10,398.67 yuan from the raised capital account and transferred it to the production and operating capital account. Temporary replenishment of working capital with idle proceeds no The amount and reasons for the raised fund balance in project implementation no The use and destination of unused funds The unused raised funds and interest income totaled RMB 15,975,400 and were deposited in the company's special fund-raising account opened in banks. Issues or other issues in the use and disclosure of raised funds no IV. Changing the use of funds for raised capital investment projects In this year, the company did not change the investment project of raised funds. V. Problems in the use and disclosure of raised funds In 2013, the company has disclosed, in a timely, true, accurate, and complete manner, the storage and use of the funds raised according to the "Guidelines for the Operation of Main Board Listed Companies" promulgated by the Shenzhen Stock Exchange and the relevant provisions of the company's fund management system for the use of raised funds. In the situation, there is no irregularity in the management of raised funds. Raised Capital Project II. Project for Proceeds for the Sale of Unlimited Sale of Circulating Shares in 2012 I. Fundraising Fundamental Situation (I) Amount of funds raised and time of arrival As approved by the China Securities Regulatory Commission's "Approved Ningxia Zhongyin Industry Co., Ltd. Allotment of Shares" (Zheng Jian Li [2012] No. 1059), the company publicly placed no more than 16.68 million shares with the original shareholders. The company actually issued 162,851,205 new shares, the issue price was 3.89 yuan per share, the total amount of funds raised was 633,491,187.45 yuan, and the interest income was 33,049.09 yuan, deducting various issuance fees. 23,305,811.74 yuan, the actual net proceeds raised were 610,218,424.80 yuan. The fund-raising time was September 5th, 2012, and was audited by ShineWing Certified Public Accountants, and issued a capital verification report of XYZH/2012YCA1031-2. The raised funds were deposited on September 5, 2012 in the special fund-raising account opened by the Bank's branch of the Bank of China Ningxia Hui Autonomous Region (hereinafter referred to as “Bank of China Ningxia Branchâ€). The account number is 106018482776. During the implementation of the project, the company invested RMB 250 million into the wholly-owned subsidiary Zhongyin Raw Material Co., Ltd. through a capital increase to repay the short-term borrowings of BOC Materials Co., Ltd. and BOC Raw Materials opened a raised fund at the Bank of China Ningxia Branch. Special account, the account number is 106018802163. (II) Use amount of funds raised and closing balance As of December 31, 2012, the raised funds were directly invested in 579,517,900 yuan of raised investment projects. In the current period, RMB16,891,300 was invested in raised funds and the total amount of funds raised was 594,444.32 million yuan. As of June 30, 2013, the balance of unused funds raised was RMB 15,970,400. Second, raise funds management (I) Management of raised funds In order to standardize the management of the company’s raised funds and improve the efficiency of the use of raised funds, it is based on the “Company Law,†“Securities Law,†“Notice on Further Regulating the Use of Raised Capital by Listed Companies†and the “Stock Exchange Listing Rules of Shenzhen Stock Exchange,†etc. In accordance with the regulations and in light of the actual situation of the company, the “Ningxia China Silver Cashmere Industry Co., Ltd. has adopted a management system for the storage and use of raised funds†to implement special account storage management for the funds raised. All the expenditures for investment in raised funds projects are submitted by the relevant departments. Within the scope of the authorization of the board of directors, payment shall be made after level approval, and those that exceed the scope of authorization of the board of directors shall be reported to the general meeting of shareholders for approval. The raised funds use strict compliance with the regulations of the management system, clarify the related responsibilities of each control link, apply for, approve and use the raised funds according to the investment plan, and conduct internal inspections and assessments on the use of the funds. The sponsors manage and use the raised funds at any time. Conduct an on-site inspection. (II) Storage of Special Funds for Raised Capital As of June 30, 2013, the specific storage conditions of the raised funds are as follows: Amount Unit: RMB Bank account Bank Account Balance Bank of China Ningxia Branch 106010230860 9,579.48 Bank of China Ningxia Branch 106011547674 18,267,914.68 total 18,277,494.16 III. Actual use of funds raised during the reporting period Raised funds use situation comparison table Unit: RMB ten thousand Bank account Bank Account Balance Bank of China Ningxia Branch 106018482776 15,970,434.94 total 15,970,434.94 Note 1: The investment budget of the “multi-component special fiber spinning technology upgrading project†is 40,916.69 million yuan, of which the estimated use of funds raised is 148,430,200 yuan; the project was completed in March 2013. Put into production, as of June 30, 2013, the project actually paid 13.2255 million yuan of funds, which accounted for 89.37% of the estimated total investment of 148,430,200 yuan. IV. 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