Securities code: 001979 securities abbreviation: China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) Announcement No. [cmsk] 2022-015 China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979)
Announcement on providing guarantee for Zhengzhou investment attraction Meijing
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Overview of guarantee
In order to meet the needs of project construction, China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) (hereinafter referred to as "the company" or "the company"), the holding subsidiary of Zhengzhou merchants Meijing Real Estate Development Co., Ltd. (hereinafter referred to as "Zhengzhou merchants Meijing") applied for a loan of 450 million yuan from Zhengzhou Branch of China CITIC Bank Co., Ltd. (hereinafter referred to as " China Citic Bank Corporation Limited(601998) Zhengzhou branch"), The loan term is three years. The company intends to provide joint and several liability guarantee for the above loans at the proportion of 60% equity, with the guaranteed principal amount not exceeding RMB 270 million, and the guarantee period is three years from the date of expiration of the debt performance period under the main contract.
The company held the ninth meeting of the second board of directors and the 2020 annual general meeting of shareholders on March 19, 2021 and June 25, 2021 respectively, deliberated and adopted the proposal on considering the provision of guarantee limit for holding subsidiaries, and agreed that the company would provide guarantee limit of no more than 55 billion yuan for the credit business and other businesses of banks and other financial institutions of the company's holding subsidiaries, Among them, the amount of guarantee provided by the company for holding subsidiaries with asset liability ratio of more than 70% shall not exceed 35 billion yuan, and the validity of the guarantee amount shall be from the date of deliberation and approval of the 2020 annual general meeting of shareholders to the date of resolution of the 2021 annual general meeting of shareholders. After this guarantee, the balance of the amount of guarantee provided by the company for the holding subsidiaries is 19.153 billion yuan, of which the balance of the amount of guarantee provided by the company for the holding subsidiaries with asset liability ratio of more than 70% is 19.153 billion yuan. This guarantee is within the scope of the above guarantee amount, and there is no need for the company to hold a separate board of directors and shareholders' meeting for deliberation.
2、 Basic information of the guaranteed
Zhengzhou merchants Meijing was founded on May 18, 2021, with a registered capital of RMB 40 million; Registered address: office on the third floor, building 1, Huiji Meijing business center, southwest corner of the intersection of Wenhua Road and Yingcai street, Yingbin Road, Huiji District, Zhengzhou City, Henan Province (east of elevator entrance a of Building 1); Legal representative: Wang Wei; The company indirectly holds 60% of its equity; Henan Meijing Group Co., Ltd. indirectly holds 40% of its equity; Business scope: real estate development and operation; Various engineering construction activities; Construction engineering design (for projects that must be approved according to law, business activities can be carried out only after being approved by relevant departments, and the specific business projects shall be subject to the approval documents or licenses of relevant departments) general projects: property management; Housing lease; Non residential real estate leasing; Parking service (except for the items that must be approved according to law, the business activities shall be carried out independently according to law with the business license).
Main financial indicators of Zhengzhou merchants Meijing: as of January 31, 2022, the total assets are 1037.35 million yuan, the total liabilities are 642.14 million yuan, and the net assets are 395.21 million yuan; In January 2022, the operating income was RMB 10000 and the net profit was RMB 25000; As of December 31, 2021, the total assets are 106198 yuan, the total liabilities are 6667700 yuan, and the net assets are 395.21 million yuan; In 2021, the operating income was 0 million yuan and the net profit was -4.79 million yuan. The company has no external guarantee, mortgage or litigation, and is not a dishonest person to be executed.
3、 Main contents of the guarantee agreement
The company plans to provide joint and several liability guarantee for the 450 million yuan loan applied by Zhengzhou merchants Meijing to China Citic Bank Corporation Limited(601998) Zhengzhou branch at the proportion of 60% equity, with the guaranteed principal amount not exceeding 270 million yuan, and the guarantee period is three years from the expiration of the debt performance period under the main contract. Henan Meijing Group Co., Ltd. also provides joint and several liability guarantee for the above loans at the proportion of 40%, and Wang Xiaoxing, the actual controller of Henan Meijing Group Co., Ltd., provides personal joint and several liability guarantee at the proportion of 40%; Zhengzhou Meijing Real Estate Co., Ltd., as the direct shareholder of Zhengzhou merchants Meijing, set a pledge to China Citic Bank Corporation Limited(601998) Zhengzhou branch with its 40% equity of Zhengzhou merchants Meijing.
4、 Company opinion
Due to the needs of project construction, Zhengzhou merchants Meijing will supplement funds through financing, which is conducive to promoting its business development. Zhengzhou merchants Meijing is a holding subsidiary of the company. The behavior risk of the company providing guarantee according to the equity ratio is controllable and will not affect the normal operation and business development of the company.
5、 Accumulated external guarantees and overdue guarantees
As of the announcement date, the total external guarantee of the company and its holding subsidiaries (excluding the sales mortgage guarantee provided by the subsidiaries to customers) was 40.934 billion yuan, accounting for 40.38% of the company's latest audited net assets attributable to the shareholders of the parent company; The guarantee balance provided by the company and its holding subsidiaries to units outside the consolidated statements was 6.104 billion yuan, accounting for 6.02% of the net assets of the Company attributable to the shareholders of the parent company in the latest audit; The company and its holding subsidiaries did not have overdue guarantees, guarantees involving litigation and losses due to the judgment of losing the guarantee.
It is hereby announced.
China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) board of directors
February 11, 2002
