Important Content Reminder:
- Purpose of the Transaction: Given that Shanghai Zhenlan Instrument Technology Co., Ltd. (hereinafter referred to as "the Company") and its subsidiaries primarily settle import and export transactions in USD and EUR, the Company intends to conduct foreign exchange hedging to effectively avoid or mitigate foreign currency exchange rate fluctuation risks and reasonably reduce financial costs. The hedging will be based on actual business needs and will not involve purely speculative foreign exchange trading.
- Types of Transactions and Trading Instruments: The foreign exchange hedging business the Company intends to conduct will be limited to currencies that are the same as the primary settlement currencies used in its production and operations. The Company will only engage in foreign exchange hedging with banks and financial institutions that are stable, have good credit, and possess the legal qualifications for conducting foreign exchange derivative trading, and will not transact with other organizations or individuals outside of these financial institutions.
- Trading Venue: Stable banks and financial institutions with good credit and legal qualifications for conducting foreign exchange derivative trading.
- Transaction Amount: The Company and its subsidiaries plan to use their own funds to conduct foreign exchange hedging with a limit not exceeding 150 million RMB (i.e., the hedging balance at any point in time will not exceed 150 million RMB, and it can be reused). This limit can be rolled over within the approval period.
- Review Procedures Completed: The proposal for conducting foreign exchange hedging business has been approved by the 19th meeting of the 6th Board of Directors, the 13th special meeting of independent directors, and the 12th meeting of the Audit Committee of the 6th Board of Directors. This matter is within the approval authority of the Board of Directors and does not require submission to the shareholders' meeting for review.
- Special Risk Reminder: The foreign exchange hedging conducted by the Company will follow the principles of legality, prudence, safety, and effectiveness, and will not involve speculative or arbitrage trading operations. However, there are still certain risks associated with foreign exchange hedging operations, including market risk, internal control risk, customer default risk, and cash collection forecast risk. Investors are advised to pay attention to investment risks.
I. Overview of Investment Situation
- Purpose of the Transaction: The Company's international business occupies a certain proportion. To effectively avoid or mitigate foreign currency exchange rate fluctuation risks, reasonably reduce financial costs, and achieve stable operations, the Company intends to conduct foreign exchange hedging based on actual business needs and will not engage in purely speculative foreign exchange trading.
- Transaction Amount: Based on the Company's operational and business needs, the Company and its subsidiaries plan to use their own funds to conduct foreign exchange hedging with a limit not exceeding 150 million RMB (i.e., the hedging balance at any point in time will not exceed 150 million RMB). This limit can be rolled over within the approval period.
- Transaction Method: The foreign exchange hedging business the Company intends to conduct will be limited to currencies that are the same as the primary settlement currencies used in its production and operations. The Company will only engage in foreign exchange hedging with banks and financial institutions that are stable, have good credit, and possess the legal qualifications for conducting foreign exchange derivative trading, and will not transact with other organizations or individuals outside of these financial institutions.
- Transaction Duration: From this annual board meeting to the next annual board meeting.
- Source of Funds: The source of funds will be the Company's own funds and will not involve raised funds.