Announcement on the signing of major contracts
Time:2023-10-10
Classification: Company Announcement
Recently, Shouhang Hi-Tech Energy Technology Co., Ltd. (hereinafter referred to as "the company" or "the contractor") and MCC Southern Urban Environmental Protection Engineering Technology Co., Ltd. (hereinafter referred to as "the contractor") signed the "Shanxi Taigang Stainless Steel Co., Ltd." The company's 2 × 300MW unit low-carbon energy-saving comprehensive utilization and upgrading project air-cooled condenser system and its auxiliary equipment ordering and installation contract ". The contract stipulates that the company will provide air-cooled condenser system and its auxiliary equipment ordering and installation services for the 2 × 300MW unit low-carbon energy-saving comprehensive utilization and upgrading project of Shanxi Taigang Stainless Steel Co., Ltd. undertaken by China Metallurgical Southern Metropolitan Environmental Protection Engineering Technology Co., Ltd.
According to the Articles of Association, the contract was signed after consideration and approval by the General Manager's Office of the Company.
I. Basic information of the parties to the contract
1. Company Name: China Metallurgical Southern Urban Environmental Protection Engineering Technology Co., Ltd;
2. Legal representative: Liu Gengsheng;
3. Registered Address: No.59 Liufang Road, Buddha Ridge Street, Wuhan East Lake New Technology Development Zone;
4. Business scope: new technology research and development, technical consultation, technology transfer and technical services of energy and environmental protection and municipal engineering; electric power industry (thermal power generation, new energy power generation), environmental engineering (waste water, waste gas, solid waste, pollution remediation), investment, design and general contracting construction of construction engineering, mechanical and electrical engineering and municipal engineering; operation of waste water and waste gas engineering; Design, manufacture and sales of mechanical and electrical equipment and materials; R & D, production, sales, technical consultation and technical services of environmental protection chemicals (excluding hazardous chemicals) and environmental protection restoration materials for soil and groundwater pollution; import and export of goods, technology import and export, agent import and export (excluding goods or technologies prohibited or restricted by the state); contracting overseas power industry (thermal power generation, new energy power generation), environmental engineering (waste water, waste gas, solid waste, pollution remediation), construction engineering, mechanical and electrical engineering and municipal engineering investment, survey, consulting, design, technical services, operation, general contracting Construction and supervision projects; export of equipment and materials required for the above-mentioned overseas projects; dispatch of labor personnel required for the implementation of the above-mentioned overseas projects. (For projects subject to examination and approval according to law, business activities can only be carried out after examination and approval by relevant departments).
5. There is no relationship between the ordering party and the Company;
6. No similar business has occurred between the fixer and the Company in the most recent fiscal year;
7. Analysis of performance ability: The counterparty to this contract is a large integrated company with good reputation and good performance ability.
Main contents of 2. contract
1. Subject matter of the contract: air-cooled condenser system and its auxiliary equipment ordering and installation services;
2. Total contract amount (including tax): RMB 63,800,000.00 (in words: RMB six million and eight hundred thousand yuan only);
3, settlement method: phased according to the proportion of settlement, as follows:
3.1 advance payment is 10% of the total contract price;
The 3.2 progress payment is 10% of the total contract price;
The 3.3 payment is 40% of the total contract price;
The 3.4 commissioning payment is 20% of the total contract price;
The 3.5 acceptance payment is 10% of the total contract price;
The 3.6 warranty is 10% of the total contract price.
4. Conditions of entry into force: This contract shall take effect immediately after being signed by the legal representatives (or authorized representatives) of both parties and stamped with the official seal (or special seal of the contract).
5. Term of performance of the contract: from the effective date of the contract to the issuance of the "final acceptance certificate" of the last set of contract equipment, and the settlement of the creditor's rights and debts between the contractor and the contractor.
6. Terms of compensation for breach of contract:
6.1 the contractor fully understands the urgency and importance of the time schedule of the project, the contractor shall ensure the quality of the products provided on time and fail to pass the commissioning, performance assessment or delivery to the owner on schedule, the contractor shall pay the late penalty to the hirer. If the extension exceeds 1 month, the fixer shall have the right to terminate the contract in accordance with paragraph 15.2 of the General Conditions of Contract. The hirer shall have the right to deduct the overdue penalty from the amount due or the performance bond. The late breach of contract does not affect the exercise of any contractual rights and legal remedies that the hirer may enjoy, and does not exempt or reduce the compensation for the loss caused by the hirer. If the overdue penalty stipulated in this contract is not enough to make up for the actual losses suffered by the ordering party (including but not limited to the losses caused by the termination of the contract), the ordering party shall have the right to claim compensation from the contractor for the insufficient part.
6.2 If the contractor's performance of this contract results in the loss or damage to the property of the owner, the hirer or a third party, as well as personal injury or death, and the relevant debts, claims and expenses (including fines incurred by the hirer, etc.), the contractor shall bear the above debts, claims and expenses to ensure that the hirer does not suffer losses.
The 6.3 contractor shall ensure that the products and all documents provided by it do not infringe the rights of any third party, including but not limited to copyright, trademark, patent, trade secret, etc. If a third party makes a claim against the hirer, the hiree shall remedy and settle the claim within the time required by the hirer, so that the hirer will not suffer any loss. If the contractor fails to remedy the situation within the prescribed time, the ordering party shall have the right to deal with it on its own, and all costs and losses caused by the contractor shall be borne by the contractor and paid in a timely manner. If a third party's infringement claim is solely attributable to the Hirer, the Hirer shall immediately notify the Hirer in writing and shall not make any commitment or statement against the Hirer.
6.4 In order to perform this contract, all information, materials, tools and equipment provided by the contractor to the contractor shall be owned by the contractor. The contractor shall bear the risk of damage, loss and loss of the above-mentioned information, materials, tools and equipment. Upon termination of this contract or at the request of the ordering party, the contractor shall immediately return the above-mentioned materials to the ordering party.
III. Impact of contracts on listed companies
1, the company has the ability to perform the contract, capital, personnel, technology and production capacity can ensure the smooth performance of the contract.
2. After the contract comes into effect, the delivery equipment and the implementation of the project shall be arranged according to the schedule of the project, and the specific schedule shall be performed according to the time agreed in the contract and the technical agreement. The amount of the contract including tax accounts for about 9.78 of the company's operating income of 652,205,492.85 yuan in 2022. The implementation of the contract will enhance the company's operating income and operating profit in 2023 and 2024.
3, the signing and performance of this contract does not affect the company's business independence. There is no reliance on the other party to the contract as a result of the performance of the contract.
IV. Risk Tips
1. The contract performance cycle is long, and there is a risk that the contract will not be performed due to the risk of force majeure and the risk that the fluctuation of raw material prices will affect the fluctuation of the company's operating gross profit margin;
2, the contract payment recovery in stages according to the proportion of implementation, due to the long performance cycle, there is a risk of slow payment recovery, please pay attention to the risk of investors.
V. Contract Review Procedure
The contract is not subject to review and approval by the Company's Board of Directors, nor is it subject to the comments of independent directors and lawyers.
6. Documents for Reference
1. Both parties sign the original contract.
It is hereby announced.
Shouhang Gaoke Energy Technology Co., Ltd.
Board of Directors
9 October 2023