Securities code: 000540 securities abbreviation: Zhongtian Financial Group Company Limited(000540) Announcement No.: 2022-08
Zhongtian Financial Group Company Limited(000540)
Progress announcement on providing guarantee for subsidiaries
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Overview of guarantee
(I) basic information of guarantee
Due to the needs of operation and business development, Zhongtian Financial Group Company Limited(000540) (hereinafter referred to as "the company") subsidiary Zhongtian Urban Investment Group Guiyang Real Estate Development Co., Ltd. (hereinafter referred to as "Guiyang real estate development") applied for financing from Bank of Guizhou Co., Ltd. (hereinafter referred to as "bank of Guizhou") in February 2019. Up to now, the financing balance of Guiyang Real Estate Development Co., Ltd. is 899 million yuan. On January 26, 2022, the company's subsidiary Zhongtian Urban Investment Group Guiyang International Financial Center Co., Ltd. (hereinafter referred to as "financial center company") signed the guarantee contract with Bank of Guizhou to provide joint and several liability guarantee for the extension of the financing balance of 899 million yuan of Guiyang real estate development. At present, the guarantee has come into force.
(II) guarantee approval
The company held the 14th meeting of the 8th board of directors and the 2020 annual general meeting of shareholders on April 28, 2021 and May 20, 2021, and deliberated and adopted the proposal on the company's expected guarantee amount in 2021. It is agreed that the expected guarantee amount of the company in 2021 will not exceed 700 million yuan, of which the expected guarantee amount for wholly-owned subsidiaries and holding subsidiaries with asset liability ratio of more than 70% will not exceed 590 million yuan, and the expected guarantee amount for wholly-owned subsidiaries and holding subsidiaries with asset liability ratio of less than 70% will not exceed 110 million yuan. The chairman of the company is authorized to handle the implementation and other related matters within the limit after being authorized and approved by the general meeting of shareholders. The authorization period is 12 months from the date of approval by the 2020 annual general meeting of shareholders of the company. For details, please refer to China Securities Journal, securities times, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN.) Announcement on the company's estimated guarantee amount in 2021 (Announcement No.: pro 2021-21) and announcement on the resolution of the company's 2020 annual general meeting of shareholders (Announcement No.: pro 2021-28) and other relevant announcements of the company.
The financial center company provided guarantee for Guiyang Fangkai with asset liability ratio of more than 70%, with the guarantee amount of 899 million yuan. Before this guarantee, the available guarantee amount of wholly-owned subsidiaries and holding subsidiaries with asset liability ratio of more than 70% was 105.508 million yuan; After the guarantee takes effect, the available guarantee amount of wholly-owned subsidiaries and holding subsidiaries with asset liability ratio of more than 70% is 156.08 million yuan.
2、 Basic information of the guaranteed
(I) name of the guaranteed: Zhongtian Urban Investment Group Guiyang Real Estate Development Co., Ltd
(II) address: group A of future ark of Yu'an Anjing hot spring tourism city, Yunyan District, Guiyang City, Guizhou Province (reception center)
(III) legal representative: Li Kai
(IV) registered capital: RMB 1210 million
(V) business scope: real estate development and operation; Public facilities management, leisure and fitness in the community; Wholesale and retail of building materials, daily necessities, mechanical equipment, hardware and electrical equipment and electronic products; House leasing, real estate leasing business, etc.
(VI) relationship with the company: Zhongtian Urban Investment Group Co., Ltd., a wholly-owned subsidiary of the company, holds 100% equity of Guiyang Fangkai.
(VII) it is not a person subject to execution in breach of faith
(VIII) as of December 31, 2020, Guiyang Real Estate Development Co., Ltd. has audited total assets of 26233013000 yuan, total liabilities of 20253733300 yuan and net assets of 5881877000 yuan; In 2020, the operating revenue was 2259.1152 million yuan, the total profit was 861.0442 million yuan, and the net profit was 734.2737 million yuan. As of September 30, 2021, the total assets of Guiyang Fangkai are 302597011 million yuan, the total liabilities are 26403116400 yuan, and the net assets are 3760100800 yuan; From January to September 2021, the operating revenue was 436627300 yuan, the total profit was -29.53 million yuan and the net profit was -22.6951 million yuan.
3、 Main contents of the agreement
(I) guarantee method: joint and several liability guarantee.
(II) guarantee scope: loan principal, interest, default interest, liquidated damages, damages and expenses incurred by creditors to realize their creditor's rights under the main contract.
(III) guarantee period: three years from the date of expiration of the debt performance period under the main contract.
(IV) guarantee amount: 899 million yuan.
4、 Opinions of the board of directors
The above guarantee is within the scope of authorization of the company's 2021 annual guarantee plan. The board of Directors believes that the guaranteed party Guiyang Real Estate Development Co., Ltd. is a wholly-owned subsidiary of the company, and the financial center company provides guarantee for it to meet the financing needs of Guiyang Real Estate Development Co., Ltd. in its daily operation, which will not have an adverse impact on the business activities of the company and its subsidiaries, affect the company's sustainable operation ability, or damage the interests of the company and minority shareholders.
5、 Accumulated external guarantee amount and overdue guarantee amount
After this guarantee, the total guarantee amount of the company and its holding subsidiaries is 1256.08 million yuan.
After the guarantee came into effect, the total balance of the guarantee provided by the company and its holding subsidiaries was 9308.7064 million yuan, accounting for 51.09% of the audited owner's equity attributable to the parent company of 1821988.86 million yuan on December 31, 2020, of which the company and its holding subsidiaries provided guarantee of 1158 million yuan to units outside the consolidated statements, Accounting for 6.36% of the audited owner's equity attributable to the parent company of RMB 1821988.86 million on December 31, 2020.
The company and its holding subsidiaries do not have overdue guarantees or litigation guarantees.
6、 Documents for future reference
(I) guarantee contract.
It is hereby announced.
Zhongtian Financial Group Company Limited(000540) board of directors January 27, 2022
