Stock Code: 200771 Stock ID: Hangqilun B Announcement No. 2019-03
Hangzhou Steam Turbine Co., Ltd.
Announcement on Confirming Occurrence of Daily Related Transactions of
2018 and the Estimated Amount of Related Transactions of the Company of
2019
The members of the Board and the Company acknowledge being responsible for the truthfulness,
accuracy, and completeness of the announcement. Not any false record, misleading statement or
significant omission carried in this announcement.
I. Profiles of the routine related transactions
(I) Introduction of the related transaction
Routine related transactions of the Company are mainly purchasing of materials and fuel from
related parties; sales of products to related parties; and receiving or providing of services to the
related parties. For profiles of the related parties please go to part II of this report.
The actual amount of daily related transactions of 2019 was 331.786 million yuan. The
Accumulative actual amount of daily related transactions of 2018 was 334.1511 million
yuan( Unaudited).
The 28th meeting of the 7th term of Board was held on January 8, 2019. The meeting
examined the Proposal on Confirming Occurrence of Daily Related Transactions of 2018 and
the Estimated Amount of Related Transactions of the Company of 2019. Director Zheng Bin, Yang
Yongming and Ye Zhong waived from the voting. As the resolution, the proposal was passed with
all 6 votes in favor, 0 objection and 0 waive.
This proposal is subject to examination of the Shareholders’ Meeting and Hangzhou Steam
Turbine Power Group Co., Ltd. shall waive from voting of this proposal.
(II) Category and amount of daily related party transactions
In RMB
Type of related Amount as of
Related parties Actual Estimated amount in Occurred amount
transaction Content the date of
amount 2019 2018( Unaudited)
disclosure
Hangzhou Nanhua Wooden Packaging Co., Ltd. Packing box Fair 18,060,000.00 16,659,111.12
Hangzhou Hangfa Power Generating Equipment Co., Ltd. Generator Fair 176,724,137.93 163,751,915.81
Purchasing of
material from Hangzhou Steam Turbine Engineering Co., Ltd. Turbine parts Fair 900,000.00 427,350.43
related party China mechanical and Electrical Institute -HSTG
Raw material 2,000,000.00 1,367,042.44
Fair
(Hangzhou) United Institutes Co., Ltd.
Subtotal 197,684,137.93 182,205,419.80
Purchasing of fuel Water and electricity Fair 16,337,931.03 14,653,271.38
Hangzhou Steam Turbine Power Group Co., Ltd.
and power from the
Subtotal 16,337,931.03 14,653,271.38
related parties
Sales of products or Hangzhou Steam Turbine Engineering Co., Ltd. Turbine, compressor Fair 8,189,655.17 50,891,902.44
merchandises of the Hangzhou Hangfa Power Generating Equipment Co., Ltd. Forging 12,500,000.00 12,803,285.27
Fair
Company to related
parties India greenesol Company Turbine parts Fair 1,000,000.00 806,596.80
Subtotal 21,689,655.17 64,501,784.51
Labor service to Hangzhou Steam Turbine Power Group Co., Ltd. Information service charge, Fair 35,000,000.00 94,339.62
related parties process design fee, etc.
Subtotal 35,000,000.00 94,339.62
Hangzhou Steam Turbine Engineering Co., Ltd. Technical services Fair 3,000,000.00 405,660.38
Labour & services Hangzhou Steam Turbine Power Group Co., Ltd. Rental fees, trademark fees, etc. Fair 12,173,289.23 11,502,025.20
accepted from the Hangzhou Steam Turbine Automobile Sales Service Co.,
Freight, repair, rental 45,560,000.00 55,671,830.50
related parties Fair
Ltd.
Hangzhou Steam Turbine Compressor Co., Ltd. Technical service Fair 340,000.00 339,622.64
Subtotal 61,073,289.23 67,919,138.72
Total 331,785,013.36 334,031,962.37
（III）Daily Related transactions actually situations of 2018(As of December 31, 2018 ).
In RMB
Percentage in
Type of related
Related parties Estimated amount similar Difference
transaction Content Actual amount
2018 business % proportion（%）
Purchasing of material Hangzhou Nanhua Wooden Packaging Co.,
Packing box 16,659,111.12 10,350,000.00 0.59% 60.96%
from related party Ltd.
Hangzhou Nanfang Tongda Gears Co., Ltd. Gear case 4,658,008.35 6,560,000.00 0.16% -28.99%
Hangzhou Hangfa Power Generating
Generator 163,751,915.81 145,840,000.00 5.79% 12.28%
Equipment Co., Ltd.
Hangzhou Steam Turbine Engineering Co.,
Turbine parts 427,350.43 2,560,000.00 0.02% -83.31%
Ltd.
China mechanical and Electrical Institute
-HSTG (Hangzhou) United Institutes Co., Raw material 1,367,042.44 1,120,000.00 0.05% 22.06%
Ltd.
Subtotal 186,863,428.14 166,430,000.00 - -
Purchasing of fuel and Hangzhou Steam Turbine Power Group Co.,
Water and electricity 14,653,271.38 13,247,000.00 25.64% 10.62%
power from the related
Ltd.
parties
Subtotal 14,653,271.38 13,247,000.00 - -
Hangzhou Steam Turbine Engineering Co.,
Steam turbine 50,891,902.44 68,000,000.00 1.11% -25.16%
Ltd.
Hangzhou Steam Turbine Automobile Sales
Sales of products or Odd Material 775.28 20,000.00 0.00% -96.12%
Service Co., Ltd.
merchandises of the Hangzhou Hangfa Power Generating
Company to related Forging 12,803,285.27 11,900,000.00 0.28% 7.59%
Equipment Co., Ltd.
parties India greenesol Company Steam turbine 806,596.80 1,000,000.00 0.02% -19.34%
Hangzhou Steam Turbine Power Group Co., Labour protection
16,524.09 - 0.00%
Ltd.
Subtotal 64,519,083.88 80,920,000.00 - -
Hangzhou Steam Turbine Engineering Co., Installation services, etc.
Labor service to related - 3,000,000.00 - -100.00%
Ltd.
parties Hangzhou Steam Turbine Power Group Co., Information service
94,339.62 140,000.00 0.20% -32.61%
Ltd.
Subtotal 94,339.62 3,140,000.00 - -
Hangzhou Steam Turbine Engineering Co., Technical services
405,660.38 3,200,000.00 0.09% -87.32%
Ltd.
China mechanical and Electrical Institute
-HSTG (Hangzhou) United Institutes Co., Development design 101,886.79 150,000.00 0.02% -32.08%
Labour & services Ltd.
accepted from the Hangzhou Steam Turbine Power Group Co.,
related parties Rental fees, trademark fees, etc. 11,502,025.20 14,850,000.00 2.42% -22.55%
Ltd.
Hangzhou Steam Turbine Automobile Sales
Freight, repair, rental 55,671,830.50 60,540,000.00 11.70% -8.04%
Service Co., Ltd.
Hangzhou Steam Turbine Compressor Co., Technical services
339,622.64 350,000.00 0.07% -2.96%
Ltd.
Subtotal 68,021,025.51 79,090,000.00 - -
Total 334,151,148.53 342,827,000.00 -2.53%
（Continued）
Supplementary notes: (1) Hangzhou Nanhua Wooden Packaging Co., Ltd., Hangzhou Hangfa
Power Generating Equipment Co., Ltd. Hangzhou Nanfang Tongda
Gears Co., Ltd., Hangzhou Steam Turbine Engineering Co., Ltd.,
Hangzhou Steam Turbine Industrial Co., Ltd., China mechanical and
Electrical Institute -HSTG (Hangzhou) United Institutes Co., Ltd.,
Hangzhou Steam Turbine Automobile Sales Service Co., Ltd and
Hangzhou Hang Steam Turbine Compressor Co., Ltd are both
controlled by Hangzhou Steam Turbine Power Group Co., Ltd
(hereinafter referred to as Hangzhou Steam Turbine Group") or have
the actual control relationship as "associated person under the same
control”.
(2) In accordance with the Stock Listing Rules,The total amount of
related transactions actually incurred by the Company and its related
parties in 2018 was 334.,1511 million yuan (unaudited), accounting for
5.37% of the Company's latest audited net assets, which shall be
submitted to the shareholders' general meeting for deliberation.
(3) The company held two shareholders’ general meetings respectively
on April 27, 2018 and July 20, 2018 for reviewing the “Proposal on the
Estimated Transaction Amount of the Company's 2018 Annual Related
Transactions”, which was failed to be approved in both meetings.
Therefore, according to the relevant rules, the Company held the
meetings of board of directors respectively on May 14, 2018, August
16, 2018 and October 22, 2018 to review and confirm the amount of
routine related party transactions of the Company occurred from
January 2018 to September 2018.
Date and index of disclosure For more details, please refer to the relevant announcement of Juchao
Information Network, announcement No
(2018-06, 2018-39, 2018-46, 2018-49, 2018-59, 2018-71)
II. Introduction of related parties and relationship
(I) Hangzhou Steam Turbine Power Group Co., Ltd.
1. Profiles
(1) Date of incorporation: December 14, 1992
(2) Registered address: No. 357 Shiqiao Road Hangzhou City
(3) Office address: Block A, 68 Qingchun Road East, Hangzhou
(4) Enterprise property: Sole state-owned corporation
(5) Legal representative: Mr. Zheng Bin
(6) Registered capital: RMB 800 million
(7) Business scope: Manufacturing and processing: textile machinery, paper-making machinery,
pump, casting products, electrical tools, gear box, thermal transmitter, digital controlling device,
and spare parts of the above (limited to the subsidiaries); Contracting of domestic and overseas
machinery engineering projects, export of above equipments and materials, provide labor services
for above overseas projects. Thermal power plant project and equipment engineering; wholesale
and retail: products and spare parts manufactured by members of the group, and technical research,
consulting, and service of above products; Provide materials, equipments, and spare parts to
members of the Group, water and power supply (other than installation and maintaining of power
supply equipment); Including the business scope of subsidiaries.
(8) Actual holder: Hangzhou State-owned Asset Administration Committee
2. Recent financial information (on consolidated range)
In RMB
Periods Turnover Net profit Gross Assets Net asset
Year 2017 102,930,921,802.47 641,624,652.28 38,769,187,457.55 9,941,197,000.88
January-June 2018 47,227,613,339.45 322,325,921.46 36,805,147,752.14 6,221,258,151.01
3. Relationship with the Company
Hangzhou Steam Turbine Power Group Co., Ltd. (“HSTG” or “the Group”) is holding
479,824,800 state-owned shares account for 63.64% of the capital shares of the Company, and is
the holding shareholder of the Company. It is complying with Article 10.1.3 (I) of Share Listing
Rules of Shenzhen Stock Exchange. HSTG is the related legal person of the Company. This is a
related transaction.
4. Description of related transactions and their necessity
The Company rents lands, office spaces, workshops, warehouses from HSTG; the water and
power supply were provided by HSTG; the trade mark was authorized by HSTG. For these
have been the basic conditions the Company needs for production and operation, these
transactions will exist constantly.
(II) Hangzhou Hangfa Generator Equipment Co., Ltd.
1. Profiles
(1) Incorporated on: March 22, 1993
(2) Registered address: Tentong No.2 Village, Linpu, Xiaoshan
(3) Office address: 128 Shixinzhong Road, Xiaosha
(4) Enterprise property: State-owned shareholding corporation
(5) Legal representative: Yan Jianhua
(6) Registered capital: RMB 80 million
(7) Business scope: Design, production and sale of hydroelectric power plant, turbine generator,
motor, water pump, power station and mining accessories, mechanical electrical equipment,
automation original; General contract of power station project, import and export of goods and
technology , Rental of owner-owned houses.
(8) The controlling shareholder: Hangzhou Steam Turbine Power Group Co., Ltd.
2. Recent financial information
In RMB
Periods Turnover Net profit Gross Assets Net asset
Year 2017 279,803,946.31 22,459,703.33 616,473,257.76 118,749,927.34
January-June 2018 151,690,718.61 1,593,528.31 649,395,804.58 115,343,455.65
3. Relationship with the Company
Hangzhou Hangfa Generator Equipment Co., Ltd. is a holding subsidiary of HSTG, in which
HSTG is holding 85% of share equity. For Hangfa is under the common control with the Company,
it is regarded as related legal person according to Article 10.1.3 (II) – “Entity or other
organizations directly or indirectly controlled by aforesaid legal entity other than the PLC and its
holding subsidiaries;” of the Share Listing Rules of Shenzhen Stock Exchange. Therefore it is
recognized as the related entity of the Company. This is a related transaction.
4. Description of related transactions and their necessity
The major related transactions with Hangzhou Hangfa Generator Equipment Co., Ltd. were
purchasing of steam turbine generators. It was to satisfy the demand of customers. Some
customers require the Company to provide generators along with the steam turbines. Hangfa has
been providing products to the Company since long before it was given to HSTG.
(III) Hangzhou Nanhua Wooden Packaging Co., Ltd.
1. Profiles
(1) Incorporation date: December 31, 2003
(2) Registered address: 62 Xingqiao Road North, Xingqiao, Yuhang, Hangzhou
(3) Office address: 62 Xingqiao Road North, Xingqiao, Yuhang, Hangzhou
(4) Enterprise property: State-participated limited company
(5) Legal representative: Wang Zhenfeng
(6) Registered capital: RMB 1.5 million
(7) Business scope: Manufacturing, processing, and sales of wooden products (wooden packaging
material); sales of construction material, decoration material, Wood, Steel, hardware.
(8) The controlling shareholder: Hangzhou Steam Turbine Power Group Co., Ltd.
2. Recent financial information
In RMB
Periods Turnover Net profit Gross Assets Net asset
Year 2017 12,612,643.75 451,468.87 5,746,283.31 3,167,498.92
January-June 2018 8,553,051.75 240,239.93 6,975,392.33 3,407,783.85
3. Relationship with the Company
Hangzhou Nanhua Wooden Package Co., Ltd. is a holding subsidiary of HSTG, in which HSTG is
holding 30% of share equity. For it is under the common control with the Company, it is regarded
as related legal person according to Article 10.1.3 (II) – “Entity or other organizations directly or
indirectly controlled by aforesaid legal entity other than the PLC and its holding subsidiaries;” of
the Share Listing Rules of Shenzhen Stock Exchange. Therefore it is recognized as the related
entity of the Company, and this is a related transaction.
4. Description of related transactions and their necessity
Related transactions with Hangzhou Nanhua Wooden Packaging Co., Ltd. were mainly purchasing
of wooden packaging material which were necessary for shipping of the products.
(IV) Hangzhou Steam Turbine Automobile Sales & Service Co., Ltd.
1. Profiles
(1) Date of incorporation: September 2, 1998
(2) Registered address: No. 357 Shiqiao Road Hangzhou City
(3) Office address: No. 357 Shiqiao Road Hangzhou City
(4) Enterprise property: State-participated limited company
(5) Legal representative: Yang Yongming
(6) Registered capital: RMB5 million
(7) Business scope:Service: Maintenance (one type of motor vehicle maintenance: large and
medium-sized bus maintenance, large and medium-sized truck maintenance, small vehicle
maintenance) (only within the validity period); Wholesale, retail: commercial vehicles and more
than nine passenger cars, auto parts, Metal materials, building materials, decorative materials,
general machinery, electrical machinery and equipment; import and export of goods (except as
prohibited by laws and administrative regulations, projects subject to laws and administrative
regulations may obtain business licenses before they can engage in business activities); services:
at sea, Aviation and land international freight forwarding; warehousing services (except dangerous
goods); including the business scope of subordinate branches; other legal items that do not need to
be approved.
(8) The controlling shareholder: Hangzhou Steam Turbine Power Group Co., Ltd.
2. Recent financial information
In RMB
Periods Turnover Net profit Gross Assets Net asset
Year 2017 95,500,677.65 6,031,385.14 50,911,613.76 31,422,413.04
January-June 2018 38,238,635.17 2,543,962.01 54,901,573.16 31,466,385.05
3. Relationship with the Company
Hangzhou Steam Turbine Automobile Sales Co., Ltd. is a holding subsidiary of HSTG, in which
HSTG is holding 30% of share equity. For it is under the common control with the Company, it is
regarded as related legal person according to Article 10.1.3 (II) – “Entity or other organizations
directly or indirectly controlled by aforesaid legal entity other than the PLC and its holding
subsidiaries;” of the Share Listing Rules of Shenzhen Stock Exchange. Therefore it is recognized
as the related entity of the Company, and this is a related transaction.
4. Description of related transactions and their necessity
Related transactions with Hangzhou Steam Turbine Automobile Sales & Service Co., Ltd. are
mainly cargo transportation, international cargo agency, employee transportation, and vehicle
repairing services.The Company does not have transportation division, therefore accepting of
these services are necessary.
(V) Hangzhou Steam Turbine Engineering Co., Ltd.
1. Profiles
(1) Date of incorporation: September 30, 2011
(2) Registered address: 18 Street No. 22, Technical Development Zone, Hangzhou
(3) Office address: 15-17 Floor, A Building, No.68, Qingchun Road, Hangzhou.
(4) Enterprise property: State-controlled company limited
(5) Legal representative: Ye Zhong
(6) Registered capital: RMB200 million.
(7) Main business scope: general contracting of power supply projects; design and installation of:
electro-mechanical equipment, mid-small scale thermal power plant, energy saving technical
reconstruction and services, technical consultancy; import and export of goods; whole selling of:
packaged equipment, metal material, electronic installations, wires, cables, instruments,
fire-resistance materials. (as stipulated by the authority)
(8) The controlling shareholder: Hangzhou Steam Turbine Power Group Co., Ltd.
2. Recent financial information
In RMB
Periods Turnover Net profit Gross Assets Net asset
Year 2017 266,817,974.94 3,596,285.69 863,170,887.94 72,976,616.32
January-June 2018 70,650,560.31 1,192,449.00 870,315,219.60 74,169,065.31
3. Relationship with the Company
Hangzhou Steam Turbine Engineering Co., Ltd. is a holding subsidiary of HSTG, in which HSTG
is holding 74.275% of share equity. For it is under the common control with the Company, it is
regarded as related legal person according to Article 10.1.3 (II) – “Entity or other organizations
directly or indirectly controlled by aforesaid legal entity other than the PLC and its holding
subsidiaries;” of the Share Listing Rules of Shenzhen Stock Exchange. Therefore it is recognized
as the related entity of the Company, and this is a related transaction.
4. Description of related transactions and their necessity
To satisfy the needs of business operation of both parties, sales of steam turbines to Hangzhou
Steam Turbine Engineering Co., Ltd. is a support to the Company’s shares force.
(VI)(India) greenesol power equipment private Co., Ltd.
1.Profiles：
（1）Date of incorporation：October 19,2005
（2）Registered address：Bangalore, India
（3）Registered capital：USD 2.20 million
（4）Main business scope：Turbine engaged in power generation equipment supply, installation
and commissioning.
（5）The main shareholder： Hangzhou Steam Turbine Co.,Ltd: 35.62%; the foreign
shareholders: 64.38%.
2. Recent financial information
In USD
Periods Turnover Net profit Gross Assets Net asset
March 2016-March 2017 6,287,206.34 214,569.55 34,779,319.69 8,375,363.96
March 2017-Marc 2018 10,150,418.59 146,158.79 21,667,655.90 8,497,094.60
3. Relationship with the Company
As the senior management of the company acts as director of that company and conforms to the
10.1.5 clause of Listing Rules of Shenzhen Stock Exchange-"a natural person associated with a
listed company directly or indirectly controls, or is a director or senior manager, a legal person or
other organization other than a listed company and its controlling subsidiary", is an associated
legal person of a listed company.
4. Description of related transactions and their necessity The Company’s related party transaction
with (India) greenesol power equipment private Co., Ltd. is mainly related to the purchase of raw
materials and the sales of products or commodity.
(VII) Hangzhou Hangqilun Compressor Co., Ltd.
1. Profiles:
(1) Date of incorporation: July 9, 2014
(2) Registered address: No. 357 Shiqiao Road Hangzhou City
(3) Office address: No. 357 Shiqiao Road Hangzhou City
(4) Type of enterprise: State-owned limited company
(5) Legal representative: Yan Jianhua
(6) Registered capital: RMB10 million
(7) Main business scope:Licensed items: manufacturing of rotating machinery and equipment such
as compressors (within expiration period). General items: services such as design, development,
technical consulting, repairing, and reformation of compressors. Design of integrated compressor
projects. Wholesale and retail of parts and material related to compressors.
(8) The main shareholder: Hangzhou Steam Turbine Power Group Co., Ltd.
2. Recent financial information
In RMB
Periods Turnover Net profit Gross Assets Net asset
Year 2017 4,633,297.79 -3,874,971.05 21,820,657.29 -3,043,383.61
January-March 2018 0 -150,042.00 21,358,957.87 -3,193,425.61
3. Relationship with the Company
HSTG is holding 42.5% of the Company’s share capital as the controlling shareholder. Therefore
the Compressor Company is under the common control with the Company, it is regarded as related
legal person according to Article 10.1.3 (II) – “Entity or other organizations directly or indirectly
controlled by aforesaid legal entity other than the PLC and its holding subsidiaries;” of the Share
Listing Rules of Shenzhen Stock Exchange. Therefore it is recognized as the related entity of the
Company.
4. Description of related transactions and their necessity
The main content of the related transaction between the Company and Hangzhou Hangqilun
Compressor Co., Ltd. Is accepting the technical services provided by the latter.
(VIII) China mechanical and Electrical Institute -HSTG (Hangzhou) United Institutes Co.,
Ltd.
1. Profiles:
(1) Date of incorporation: October 22,2008
(2) Registered address: Room 1501, No.68-1 Qingchun East Road,Jianggan District,Hangzhou
City
(3) Office address: No.68-1 Qingchun East Road,Jianggan District,Hangzhou City
(4) Type of enterprise: State-owned limited company
(5) Legal representative: Song Siyuan
(6) Registered capital: RMB1 million
(7) Main business scope: Services: Technology development, consulting, service and transfer of
products, new materials, new products, new technology, new equipment, technology development,
consulting, services and transfer of benefits, electronic computers and automation, environmental
protection products and resource utilization products. (Including pre-approval projects); wholesale
and retail: mechanical and electrical equipment and spare parts, metal materials, monitoring
equipment and other non-cultural training, The import and export of goods, the import and export
of goods, the import and export of goods (except for projects prohibited by laws and
administrative regulations, except when the items subject to legal and administrative regulations
are restricted); the business scope of the subordinate branches; Law project.
(8) The main shareholder: Hangzhou Steam Turbine Power Group Co., Ltd.
2. Recent financial information
In RMB
Periods Turnover Net profit Gross Assets Net asset
Year 2017 1,543,175.73 178,018.72 2,298,759.27 1,378,416.33
January-March 2018 128,183.76 -42,253.87 2,126,810.23 1,336,162.46
。3. Relationship with the Company
Hangzhou steam turbine group holds 70% stake in China mechanical and Electrical Institute -HSTG
(Hangzhou) United Institutes Co., Ltd ,For Compressor Company is under the common control with the
Company, it is regarded as related legal person according to Article 10.1.3 (II) – “Entity or other
organizations directly or indirectly controlled by aforesaid legal entity other than the PLC and its
holding subsidiaries;” of the Share Listing Rules of Shenzhen Stock Exchange. Therefore it is
recognized as the related entity of the Company. This is a related transaction.
4. Description of related transactions and their necessity
Related transactions with China mechanical and Electrical Institute -HSTG (Hangzhou) United Institutes Co.,
Ltd . were mainly purchasing of raw material.
III.Analysis of the contract-performance ability of related parties
The above related parties have formed a stable and efficient business operation mode in the
long-term business cooperation relationship with the company since the company was listed,
having strong contract-performance ability. The board of directors reckoned that the above all
related parties can fulfill the contract and carry out the related business with the company.
IV.The purpose of related transactions and the impact on the listed company
1.The impact of related party transactions on the company
Due to the need to produce and sell the company's products, the company sells some of its
products to the related party and entrusts the related party to sell the company's products,
accepting the related party service of transportation and packing related to the company's products
in the course of sales, and the related party transaction optimizes the allocation of production
resources, effectively improves the efficiency of the company's production and operation and is
conducive to the main business of the company. The price of related party transactions between
the company and the related party is fair and, the transaction does not harm the interests of the
company.
2. The procedural legality of the related party transaction
The company has a pricing mechanism of related party transaction for daily related party
transactions. All the related transactions are examined by the board of directors of the company in
accordance with relevant regulations and are submitted to the shareholders' general meeting of the
company for consideration in accordance with the standards. In the course of deliberation, the
associated directors and associated shareholders withdraw from the voting, so the procedure is
legal.
3.Pricing basis of related party transaction
Where the company and its holding subsidiaries carry out the above related party transaction, the
price of related transaction is determined according to the market price and follows the principles
of fairness, voluntariness and consensus in the pricing process.
V.The Consent of independent directors in advance and their opinions
The Consent of independent directors in advance, according to the relevant rules, the Company
held the meetings of board of directors respectively on May 14, 2018, August 16, 2018 and
October 22, 2018 to review and confirm the amount of routine related party transactions of the
Company occurred from January 2018 to September 2018.The Company’ Proposal to Confirming
Occurrence of Daily Related Transactions of 2018 and the Estimated Amount of Related
Transactions of the Company of 2019, Strictly performing the examination and approval
procedures belongs to the normal business needs of the company and will not affect the
independence of the company. The transaction price follows the fair and reasonable pricing
principle. The above-mentioned daily related transactions are in the interest of the company and
all shareholders. There is no harm to the interests of the company's small and medium
shareholders. We recognize the above related contents of the daily connected transactions and
agree to submit the proposal to the company's board of directors for review.
The Independent Directors' Opinion: The related transactions of the company in relation to daily
operations are in line with the company's actual production and operation conditions and future
development needs. The total amount of related transactions actually incurred by the Company
and its related parties in 2018 was 334.1511 million yuan (unaudited), accounting for 5.37% of
the company's latest audited net assets, which shall be submitted to the shareholders' general
meeting for reviewing, and the relevant information disclosure obligations shall be fulfilled.The
transaction is priced according to market principles, fair and reasonable, and does not harm the
interests of the company and small and medium shareholders, and is conducive to the company's
continued steady development.
This announcement is hereby made.
The Board of Directors of Hangzhou Steam Turbine Co., Ltd.
January 9, 2019
