Securities code: 600654 securities abbreviation: St Zhong'an Announcement No.: 2022-016 bond Code: 136821 bond abbreviation: 16 Zhong'an consumer
Progress announcement on providing guarantee for wholly-owned subsidiaries
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Name of the guaranteed: Shanghai tiying Construction Engineering Co., Ltd. (hereinafter referred to as "Shanghai tiying" and "the guaranteed")
The guarantee amount is 13 million yuan, and the guarantee balance actually provided by the company for the above subsidiaries is 0.00 yuan
Whether there is counter guarantee in this guarantee: None
Cumulative amount of overdue external guarantee: 49 million yuan
1、 Overview of guarantee
In order to ensure the smooth operation of China Security Co.Ltd(600654) (hereinafter referred to as "the company"), optimize the financing structure, simplify the deliberation procedures and improve the operation and management efficiency of the company, the company held the 28th meeting of the 10th board of directors on April 27, 2021 and the 2020 annual general meeting of shareholders on June 25, 2021, The proposal on the 2021 annual guarantee plan was deliberated and passed, and it was agreed that the total amount of mutual guarantee between the subordinate subsidiaries as the company, the company as the subordinate subsidiaries and the subordinate subsidiaries was RMB 2.52 billion and HK $2.16 billion, and it was agreed to authorize the chairman of the company or his authorized representative to be within the scope of relevant laws and regulations, Based on the principle of maximizing the interests of the company and shareholders, fully decide and handle all matters related to the above guarantee matters, including but not limited to signing and changing all relevant agreements (including financing and guarantee agreements), adjusting the specific matters related to financing and guarantee according to the market environment and the needs of the company, and adjusting the financing subject within the authorized guarantee amount and the assets of the company Collateral, collateral, guarantee method, etc. For details, please refer to the announcement on 2021 annual guarantee plan (Announcement No.: 2021-011) issued by the company on April 28, 2021. Recently, Zhejiang Huahe Wanrun Information Technology Co., Ltd. (the former creditor), a wholly-owned subsidiary of the company, and Hubei Tianqian Asset Management Co., Ltd. (hereinafter referred to as "Tianqian asset management") signed the creditor's rights transfer agreement to transfer the creditor's rights against Shanghai tiying to Tianqian asset management, with a total amount of 13 million yuan, Shanghai tiying and Tianqian asset management signed the corresponding repayment agreement and other supporting agreements. At the same time, the company and Tianqian asset management signed the guarantee contract according to the repayment agreement to provide joint and several liability guarantee for Shanghai tiying to perform all obligations and liabilities under the repayment agreement.
This guarantee is to meet the business development and financing needs of the company and its holding subsidiaries, and can effectively ensure the smooth progress of production and operation activities. The guaranteed is a wholly-owned subsidiary of the company, and the company guarantees that the risk is controllable. This guarantee is within the scope of authorization of the company's annual guarantee plan, so it is not necessary to submit it to the board of directors and the general meeting of shareholders for deliberation.
2、 Basic information of the guaranteed
(I) basic information of the guaranteed
Name: Shanghai tiying Construction Engineering Co., Ltd
Unified social credit Code: 91310112ma1gcl8e1c
Legal representative: Li Kai
Registered capital: 15 million yuan
Address: room d-270, No. 266, dedu Road, Baoshan District, Shanghai
Business scope: general items: Landscaping Engineering Construction, construction engineering machinery and equipment leasing, general mechanical equipment installation services, mechanical equipment leasing, earthwork engineering construction, engineering management services, technical services, technical development, technical consultation, technical exchange, technology transfer, technology promotion, warehousing equipment leasing services, building material sales, building decoration materials Sales of Wujinjiaodian, steel, wood, metal materials and metal products. (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license) licensed projects: various engineering construction activities; Construction labor subcontracting; Highway management and maintenance. (for projects that must be approved according to law, business activities can be carried out only with the approval of relevant departments. The specific business projects shall be subject to the approval documents or licenses of relevant departments)
As of September 30, 2021, the total assets are 17.0447 million yuan, the total liabilities are 20.7322 million yuan, the total bank loans are 00 yuan, the total current liabilities are 20.7322 million yuan, and the net assets are -3.6875 million yuan; In the third quarter of 2021, the operating income was 18.2253 million yuan, the net profit was -3.6875 million yuan, and the net profit after deducting non recurring profits and losses was -3.6879 million yuan.
(II) relationship between the guaranteed and the listed company
Shanghai tiying is a wholly-owned subsidiary of the company, and the company directly holds 100% of its equity.
3、 Main contents of the guarantee agreement
Creditor: Hubei Tianqian Asset Management Co., Ltd
Guarantor: China Security Co.Ltd(600654)
Guarantee amount: 13 million yuan
Scope of guarantee: the main debt agreed in the repayment agreement, other payables arising from the violation of the repayment agreement, the expenses incurred by the creditor in realizing the main creditor's rights and security rights, the interest doubled during the delayed performance of the effective legal instrument and all other payable expenses.
Guarantee period: the guarantee period of the creditor's rights corresponding to the guarantee scope specified in the guarantee contract shall be calculated by stages. The guarantee period of each period of debt shall be calculated from the due date of each period of debt under the repayment agreement and shall end three years after the termination date of the reorganization grace period under the repayment agreement.
Guarantee method: provide joint and several liability guarantee for all obligations and liabilities under the main contract
4、 Accumulated external guarantees and overdue guarantees
Up to now, the external guarantees of the company and its subsidiaries are guarantees for subsidiaries or between subsidiaries, with a total amount of 1082762697.12 yuan, accounting for 1169.14% of the company's latest audited net assets. Due to the overdue of some debts, including corporate bonds, the company has overdue guarantee (including 16 medium safety consumer bonds). It is hereby announced.
China Security Co.Ltd(600654) board of directors
January 27, 2002
