RELATED PARTY TRANSACTIONS | NOTE D - RELATED PARTY TRANSACTIONS Related parties with whom the Company conducted business consist of the following: Name of Related Party Nature of Relationship Xiao Ping Zhang Principal shareholder, Chairman of the Board and Chief Executive Officer Shu Ping Chi Shareholder, member of the Board, wife of Xiao Ping Zhang Xiao Feng Zhang Shareholder, member of the Board, brother of Xiao Ping Zhang Ruili Group Co., Ltd. ("Ruili Group") 10% shareholder of Joint Venture and is collectively controlled by Xiao Ping Zhang, Shu Ping Chi, and Xiao Feng Zhang Guangzhou Ruili Kormee Automotive Electronic Control Technology Co., Ltd. ("Guangzhou Kormee") Controlled by Ruili Group Wenzhou Ruili Kormee Automotive Electronics Co., Ltd. ("Ruian Kormee" and formerly known as "Ruian Kormee Automobile Braking Co., Ltd.") Wholly controlled by Guangzhou Kormee Changchun Kormee Auto Electric Co., Ltd. ("Changchun Kormee") Wholly controlled by Guangzhou Kormee Shanghai Dachao Electric Technology Co., Ltd. ("Shanghai Dachao") Ruili Group holds 66% of the equity interests in Shanghai Dachao Ruili MeiLian Air Management Systems (LangFang) Co., Ltd. ("Ruili Meilian") Controlled by Ruili Group Wenzhou Lichuang Automobile Parts Co., Ltd. ("Wenzhou Lichuang") Controlled by Ruili Group Ningbo Ruili Equipment Co., Ltd. ("Ningbo Ruili") Controlled by Ruili Group Shanghai Ruili Real Estate Development Co., Ltd. ("Shanghai Ruili") Wholly owned by Ruili Group Kunshan Yuetu Real Estate Development Co., Ltd. ("Kunshan Yuetu") Collectively owned by Ruili Group and Shu Ping Chi Shanghai Tabouk Auto Components Co., Ltd. ("Shanghai Tabouk") Collectively owned by Xiao Feng Zhang and Xiao Ping Zhang Hangzhou Ruili Property Development Co., Ltd. Collectively owned by Ruili Group and Xiao Ping Zhang Hangzhou Hangcheng Friction Material Co., Ltd. ("Hangzhou Hangcheng") Controlled by Ruili Group Hangzhou Ruili Binkang Real Estate Development Co. Ltd. Controlled by Hangzhou Ruili Property Development Co., Ltd. SHNS Precision Die Casting (Yangzhou) Co. Ltd. ("SHNS Precision") Controlled by Ruili Group The Company continues to purchase primarily packaging materials from Ruili Group. In addition, the Company purchases automotive components from other related parties, including Guangzhou Kormee, Ruian Kormee, Ruili Meilian, Shanghai Dachao, Wenzhou Lichuang, Hangzhou Hangcheng, and molds from Ningbo Ruili used in its production. The Company sells certain automotive products to the Ruili Group. The Company also sells parts to Guangzhou Kormee, Shanghai Tabouk, Ruian Kormee, Changchun Kormee and Ruili Meilian. The following related party transactions occurred during the three and nine months ended September 30, 2019 and 2018: Three Months Ended Nine Months Ended 2019 2018 2019 2018 PURCHASES FROM: Guangzhou Ruili Kormee Automotive Electronic Control Technology Co., Ltd. $ 3,221,199 $ 598,920 $ 8,614,356 $ 2,343,015 Wenzhou Ruili Kormee Automotive Electronics Co., Ltd. 756,976 582,998 2,507,101 1,996,094 Shanghai Dachao Electric Technology Co., Ltd. 186,044 489,695 500,278 866,382 Ruili MeiLian Air Management System (LangFang) Co., Ltd. 566,208 812,202 1,355,626 5,786,608 Ruili Group Co., Ltd. 2,190,415 2,024,487 10,418,878 5,991,237 Hangzhou Hangcheng Friction Material Co., Ltd. 95,925 - 216,163 - Ningbo Ruili Equipment Co., Ltd. 3,045,923 2,044,168 4,410,119 2,044,168 Wenzhou Lichuang Automobile Parts Co., Ltd. 3,518,565 3,706,795 10,754,558 11,251,687 Total purchases $ 13,581,255 $ 10,259,265 $ 38,777,079 $ 30,279,191 SALES TO: Wenzhou Ruili Kormee Automotive Electronics Co., Ltd. $ 29,965 $ 8,641 $ 93,233 $ 63,112 Guangzhou Ruili Kormee Automotive Electronic Control Technology Co., Ltd. 2,227,504 2,271,413 9,085,261 8,086,219 Ruili MeiLian Air Management System (LangFang) Co., Ltd. 92,965 204,192 1,085,084 1,048,005 Ruili Group Co., Ltd. 4,193,754 6,494,382 14,235,539 12,570,554 Changchun Kormee Auto Electric Co., Ltd. - - 35,943 - Shanghai Tabouk Auto Components Co., Ltd. 315,501 355,331 943,307 1,229,651 Total sales $ 6,859,689 $ 9,333,959 $ 25,478,367 $ 22,997,541 As of As of ADVANCES TO RELATED PARTIES Ruili Group Co., Ltd. $ 24,433,792 $ 79,739,417 Total $ 24,433,792 $ 79,739,417 ACCOUNTS RECEIVABLE FROM RELATED PARTY Shanghai Tabouk Auto Components Co., Ltd $ 310,143 $ 261,889 Total $ 310,143 $ 261,889 PREPAYMENTS TO RELATED PARTY Ningbo Ruili Equipment Co., Ltd. $ 3,283,579 $ 3,670,573 Total $ 3,283,579 $ 3,670,573 ACCOUNTS PAYABLE TO RELATED PARTIES Guangzhou Ruili Kormee Automotive Electronic Control Technology Co., Ltd. $ 6,207,669 $ 7,877,485 Shanghai Dachao Electric Technology Co., Ltd. 266,285 56,883 Ruili MeiLian Air Management System (LangFang) Co., Ltd. 1,518,494 5,628,155 Wenzhou Lichuang Auto Parts Co., Ltd. 8,258,279 9,898,777 Changchun Kormee Auto Electric Co., Ltd. - 9,206 Hangzhou Hangcheng Friction Material Co., Ltd. 187,537 334,694 Total $ 16,438,264 $ 23,805,200 DUE TO RELATED PARTY Wenzhou Ruili Kormee Automotive Electronics Co., Ltd. $ 8,083,574 $ 5,959,752 Total $ 8,083,574 $ 5,959,752 From time to time, the Company borrows from Ruili Group and its controlled companies for working capital purposes. In order to obtain the loans and mutually benefit both the debtor and creditor of the arrangement, the Company also advances to Ruili Group and its controlled companies in a short term. All the loans from related parties are non-interest bearing, unsecured and due on demand. The advances to Ruili Group are unsecured and due on demand, and the Company charged them an interest of 5.22% per annum on the average balance advanced to them. The Company recorded interests of $3,117,705 during the nine months ended September 30, 2019. During the nine months ended September 30, 2019, the Company obtained net proceeds of $1,843,951 from a related party. In the same period, Ruili Group repaid the Company net amount of $57,010,144. The Company entered into a lease agreement with Ruili Group. See Note N for more details. The Company provided a guarantee for the credit line granted to Ruili Group by the China Merchants Bank RMB 40,000,000 (approximately $5,828,185) for a period of 12 months starting on October 24, 2016. The credit line was renewed on October 19, 2017 for 6 months. On April 13, 2018, Ruili Group and the bank reached another extension agreement and the guarantee was provided by the Company until April 12, 2019. The Company provided a guarantee for the credit line granted to Ruili Group by Bank of Ningbo in a maximum amount of RMB 210,000,000 (approximately $30,597,972) for the period from July 20, 2018 to July 20, 2028. The Company provided a guarantee for the credit line granted to Ruili Group by China Guangfa Bank in a maximum amount of RMB71,000,000 (approximately $10,345,029) for the period from February 12, 2019 to January 16, 2020. The Company provided a guarantee for the credit line granted to Ruili Group and SHNS Precision by Minsheng Bank in a maximum amount of RMB500,000,000 (approximately $72,730,446) for the period from June 6, 2019 to June 6, 2020. The Company has short term bank loans guaranteed or pledged by related parties. See Note J for more details. |