Securities code: 002213 Securities abbreviation: Dawei Shares Announcement number: 2023-124
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and that there are no false records, misleading statements or major omissions.
1. Transaction Overview
On November 2, 2023, according to the transaction information of the Hunan Provincial Public Resources Trading Center, Guiyang Dawei Mining Co., Ltd. (hereinafter referred to as "Guiyang Dawei Mining"), a wholly-owned subsidiary of Shenzhen Dawei Innovation Technology Co., Ltd. (hereinafter referred to as the "Company"), won the kaolin mineral survey and exploration rights in the Dachongli Mining Area, Guiyang County, Hunan Province (hereinafter referred to as the "Guiyang Dachongli Exploration Rights"). In the same month, the Hunan Provincial Public Resources Trading Center and Guiyang Dawei Mining signed the "Online Listing and Transfer Confirmation of Exploration Rights."
For details of the above matters, please refer to the "Announcement on the Obtaining of Exploration Rights through Bidding by Wholly-Owned Subsidiaries" (Announcement No.: 2023-105), the "Announcement on the Progress of the Wholly-Owned Subsidiary's Bidding for Obtaining Exploration Rights" (Announcement No.: 2023-108) and related announcements disclosed by the company on the cninfo.com (www.cninfo.com.cn) on November 3, 2023 and November 11, 2023.
2. Transaction progress
Recently, the Hunan Provincial Department of Natural Resources and Guiyang Dawei Mining signed the "Exploration Rights Transfer Contract" (hereinafter referred to as the "Transfer Contract"). The main contents of the "Transfer Contract" are as follows:
Party A: Hunan Provincial Department of Natural Resources
Party B: Guiyang Dawei Mining Co., Ltd.
Article 1 Basic Information on Exploration Rights
1. Project name: Kaolin mine survey in Dachongli Mining Area, Guiyang County, Hunan Province
2. Geographical location: Qiaoshi Township, Guiyang County
3. Main minerals for exploration: kaolin
4. Level of exploration work: census
5. Exploration area: 3.5818km?
6. Mining area coordinates:
Article 2 Transfer Method
1. Transfer method: listing
2. Trading platform: Listed at the Hunan Provincial Public Resources Trading Center from October 19, 2023 to November 2, 2023.
Article 3 Transfer period
The registration period for exploration rights is 5 years.
Article 4 Transfer proceeds and payment methods
The transaction price of the kaolin mineral prospecting rights in Dachongli Mining Area, Guiyang County, Hunan Province is RMB 37.6 million (3,007,000,000 RMB). Party B shall pay a one-time payment of RMB 37.6 million within 30 days from the date of signing this contract. After switching to mining, Party B shall pay 3.1% of the annual sales revenue of kaolin ore raw mineral products for the annual mining rights transfer income every year. Party B shall truthfully declare and pay the mining rights transfer income of the previous year to the taxation department where the mining rights are located, and the payment time shall be no later than the end of February of the following year.
The initial investment cost for the exploration rights is proposed to be RMB 2.6 million (RMB 2,000,000). Party B will implement it in accordance with relevant requirements after relevant policies such as the mining rights transfer system in Hunan Province and the starting price standards for mining rights transfer income are promulgated.
The aforementioned amounts do not include other fees that the prospecting right holder shall pay in accordance with the law.
Article 5 Rights and Obligations of Party A
1. After signing this contract, Party A will send a copy of the transfer contract to the tax department, and the tax department will issue a payment notice and notify Party B to pay.
2. Except for specific circumstances stipulated by law, Party A shall not take back the exploration rights obtained by Party B in accordance with the law during the validity period. Under special circumstances, due to public interest needs, Party A may withdraw the exploration rights license in accordance with the provisions of the Administrative Licensing Law. If any damage is caused to Party B's legitimate rights and interests, compensation shall be provided in accordance with the law.
Article 6 Rights and Obligations of Party B
1. Party B shall complete the exploration work in all areas within 5 years after obtaining the exploration rights and meet the requirements for conversion to mining (non-coal mines with large-scale resource reserves shall reach the level of exploration, and other mines shall reach the level of detailed investigation (inclusive) or above). If the requirements for conversion to mining are not met, Party B must apply for cancellation of the exploration right within three months after the expiration of the exploration license. If the cancellation is not applied within the time limit, the cancellation will be announced.
2. Party B shall carry out comprehensive exploration and comprehensive evaluation of the mineral resources in the exploration area in accordance with laws and regulations. If there are major changes in the exploration stage or mineral types during the exploration work and the exploration work needs to be adjusted, a new exploration implementation plan shall be prepared and submitted for review in accordance with regulations; when mining is transferred, the mining rights transfer proceeds shall be paid in accordance with the relevant national regulations.
3. In order to promote the construction of a modern industrial system in Hunan Province and promote the transformation of resource advantages into industrial advantages and development advantages, the transfer of exploration rights to mining should comply with relevant plans and have the ability to achieve deep processing of industries in Hunan Province that matches the resources discovered.
4. Party B must handle corresponding permits and procedures in accordance with the requirements of laws and regulations on production safety, ecological environment protection, land use and forestry, and carry out green exploration within the scope of the exploration rights.
5. If the exploration right holder encounters roads, bridges, culverts, water, electricity and other ground attachments during the exploration process, he should properly handle the relationship with the relevant management departments and take protective measures.
6. Party B or its wholly-owned subsidiary established in the location of the transferred mine must, within one year from the date of signing this contract, prepare relevant materials in accordance with the relevant regulations on the approval and registration of mining rights, and apply to Party A for exploration license registration.
7. Party B shall conscientiously perform relevant obligations such as payment of exploration rights occupation fees (use fees), minimum exploration investment, ecological restoration, geological data collection, exploration information disclosure, green exploration, etc.
8. If Party B’s exploration license is revoked or revoked due to violation of laws and regulations, this contract will be automatically terminated, but Party B shall continue to perform ecological restoration and other responsibilities arising from the exploration work.
9. After the exploration work is completed or when it is unable to continue, Party B shall complete ecological protection and management work such as mine land reclamation, soil and water conservation, and vegetation restoration, and handle deregistration with the registration authority in accordance with relevant national regulations and the provisions of this contract.
Article 7 Liability for breach of contract
1. If Party B violates the provisions of Article 4 of this contract and fails to pay the proceeds from the transfer of mining rights in full and on time, the tax department shall order the payment within 30 days, and an additional late payment penalty of two thousandths per day will be imposed from the date of overdue payment. The additional late payment penalty shall not exceed the principal amount of the overdue payment. If payment is still not made within the time limit, this contract will be automatically terminated. Party A may revoke Party B’s exploration license and take back the exploration rights in accordance with the law. Party B’s relevant information may be incorporated into the corporate integrity system in accordance with the law.
2. If the laws, regulations, and rules on which the exploration rights transfer registration is based are modified or abolished, or the objective circumstances on which the transfer registration is based undergo major changes, Party A may change or withdraw the registration of the exploration rights in accordance with the law and has the right to terminate this contract for the sake of public interests. After the termination of this contract, Party A shall handle the proceeds from the transfer of mining rights and other related matters in accordance with regulations.
3. If Party B has its exploration license revoked and the registration of exploration rights revoked due to violation of laws and regulations, and fails to apply for mining transfer as required before the expiration of the exploration license, causing the exploration license to be automatically revoked, or fails to handle the deregistration of exploration rights as required, this contract will be automatically terminated. The paid proceeds from the transfer of mining rights shall be disposed of in accordance with regulations, and Party B shall continue to perform relevant responsibilities and obligations in accordance with regulations.
3. Risk warning
(1) Guiyang Dawei Mining has won the Guiyang Dachongli exploration rights this time. It still needs to pay the bidding price, go through the exploration rights registration procedures, etc. The exploration license can only be obtained after approval. There is uncertainty about whether the company can successfully obtain the approval and the approval time.
(2) At present, Guiyang Dawei Mining has not conducted comprehensive and detailed exploration work on the mining area, and there is a risk that the predicted total resource amount, grade, geological conditions, etc. may be different from the actual situation.
(3) The exploration process, the "exploration-to-mining" link and its project establishment, safety, environmental protection and other links need to be approved by the relevant competent authorities. There is uncertainty about whether various approval procedures can be smoothly advanced and mining rights can be obtained.
(4) There are unpredictable risks in investment in exploration rights. The relevant situations expressed in the relevant public transfer documents and materials related to the exploration rights may be different from the actual situation. There are also adjustments to national industrial policies or mineral planning, as well as requirements including but not limited to safety, geological disaster prevention and control, environmental protection, and restrictions on special exploration methods.
The company will actively promote the progress of relevant matters and perform its information disclosure obligations in a timely manner in accordance with the requirements of relevant laws and regulations. Investors are kindly requested to invest rationally and pay attention to investment risks.
4. Documents available for inspection
(1) "Exploration Rights Transfer Contract".
Announcement is hereby made.
Shenzhen Dawei Innovation Technology Co., Ltd.
board of directors
December 6, 2023
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