Securities code: 603665 securities abbreviation: Zhejiang Kanglongda Special Protection Technology Co.Ltd(603665) Announcement No.: 2022-005 Zhejiang Kanglongda Special Protection Technology Co.Ltd(603665) progress announcement on providing guarantee for the joint-stock company Jiangxi Tiancheng Lithium Industry Co., Ltd. according to the shareholding ratio
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: Jiangxi Tiancheng Lithium Industry Co., Ltd. (hereinafter referred to as “Tiancheng lithium industry”)
The guarantee amount and the guarantee balance actually provided for it: the guarantee amount is 30 million yuan; The actual accumulated guarantee balance provided for it is RMB 30 million (including this guarantee).
Whether there is counter guarantee in this guarantee: None
Cumulative overdue amount of external guarantee: None
1、 Overview of guarantee
(I) basic information of guarantee
As a joint-stock company, Tiancheng lithium holds 33.33% equity of Tiancheng lithium. In order to meet its daily production and operation and project construction capital needs, Tiancheng lithium applied to the business department of Jiangxi Shanggao Rural Commercial Bank Co., Ltd. (hereinafter referred to as “Shanggao rural commercial bank”) for a loan line of 90 million yuan. The shareholders of Tiancheng lithium intend to provide the same proportion of guarantee to Tiancheng lithium according to their respective shareholding ratio. Yichun Bingwu Tiancheng Management Consulting Center (limited partnership) (hereinafter referred to as “Tiancheng management”) and Yichun Yiyuan lithium Consulting Center (limited partnership) (hereinafter referred to as “Yiyuan lithium”) provide joint and several liability guarantee according to their shareholding ratio of 42.67% and 24.00% respectively, The company provides joint and several liability guarantee according to the shareholding ratio of 33.33%.
Based on the above matters, the company recently signed a guarantee contract with Shanggao rural commercial bank to provide joint and several liability guarantee for the working capital loan contract signed between Tiancheng lithium and Shanggao rural commercial bank, with a guarantee amount of 30 million yuan.
(II) internal decision-making procedures for the performance of this guarantee
The company has held the 17th meeting of the Fourth Board of directors and the fourth extraordinary general meeting of shareholders in 2021 on December 16, 2021 and January 18, 2022 respectively, deliberated and approved the proposal on providing guarantee for the joint stock company Jiangxi Tiancheng Lithium Industry Co., Ltd. according to the shareholding ratio, and agreed that the company should provide joint and several liability guarantee according to the shareholding ratio of 33.33%. The authorization period of the guarantee limit is within one year from the date of deliberation and approval by the general meeting of shareholders of the company. At the same time, within the scope of the above guarantee amount, the board of directors requests the general meeting of shareholders to authorize the chairman of the company or the authorized agent designated by the chairman to handle specific guarantee matters and sign relevant agreements and documents.
2、 Basic information of the guaranteed
Company name: Jiangxi Tiancheng Lithium Industry Co., Ltd
Unified social credit Code: 91360923ma35k9318t
Enterprise type: other limited liability companies
Address: No. 6, Jiamei Road, huangjindui Industrial Park, Shanggao County, Yichun City, Jiangxi Province (Declaration of commitment)
Legal representative: Dong Aihua
Registered capital: 75 million yuan
Date of establishment: August 25, 2016
Business term: August 25, 2016 to August 24, 2066
Business scope: R & D and sales of environmental protection materials; Processing and sales of non-metallic mineral products (including tailings and waste ore); Lithium carbonate production, processing and sales. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments).
Main financial data of the latest year and period:
Unit: Yuan
Main financial indicators December 31, 2020 September 30, 2021
Total assets 68781238.32 130978629.02
Total liabilities 63928220.02 85073361.50
Total bank loans 12026326.67 22026326.67
Total current liabilities 51901893.35 73047034.83
Main financial indicators 2020 January September 2021
Net assets 4553018.9052
Operating income 28863949.62 103183316.65
Net profit -8838539.90 21323556.22
Audited or not
Equity structure: Yichun Bingwu Tiancheng Management Consulting Center (limited partnership) holds 42.67% equity of Tiancheng lithium industry, Yichun Yiyuan lithium Consulting Center (limited partnership) holds 24.00% equity of Tiancheng lithium industry, and the company holds 33.33% equity of Tiancheng lithium industry. It is a joint-stock company of the company and is not included in the scope of consolidated statements.
3、 Main contents of the guarantee agreement
The main contents of the guarantee contract are as follows:
1. Signed by:
Guarantor (Party A): Zhejiang Kanglongda Special Protection Technology Co.Ltd(603665)
Creditor (Party B): Business Department of Jiangxi Shanggao Rural Commercial Bank Co., Ltd
2. Guaranteed principal creditor’s rights: the balance of loan principal continuously issued by Party B to the debtor according to the period specified in the main contract, and the maximum amount of loan principal is RMB (in words) thirty million only.
3. Guarantee mode: joint and several liability guarantee.
4. Scope of guarantee: all principal creditor’s rights, interest, overdue interest, compound interest, penalty interest under the main contract, delayed performance interest during the performance period specified in the legal document, liquidated damages, compensation and all expenses of Party B for realizing the creditor’s rights. The expenses for Party B to realize the creditor’s rights include but are not limited to announcement fees, service fees, appraisal fees, lawyer fees, litigation fees, travel expenses, evaluation fees, auction fees, property preservation fees, enforcement fees, etc.
5. Guarantee period: 1) the guarantee period of each loan contract guaranteed by this contract is calculated separately, which is three years from the time of loan determined in each loan contract to the next day of maturity. 2) If the loans specified in a single loan contract expire in batches, the guarantee period shall be three years from the next day of the last batch of loans. 3) If Party B withdraws the loan in advance according to the main contract, the guarantee period shall be three years from the next day of the repayment date notified by Party B to the borrower.
4、 Opinions of the board of directors
The guarantee has been deliberated and approved at the 17th meeting of the Fourth Board of directors and the fourth extraordinary general meeting of shareholders in 2021, and the independent directors of the company have expressed their independent opinions with explicit consent. For details, please refer to the website of Shanghai Stock Exchange on December 17, 2021 and January 19, 2022（ http://www.sse.com.cn. ）And the announcement disclosed by the designated media of the company.
5、 Accumulated external guarantees and overdue guarantees
As of the disclosure date of this announcement, the external guarantee amount of the company and its holding subsidiaries was 30 million yuan, accounting for 2.73% of the latest audited net assets of the listed company; The amount of guarantee provided by the listed company to its holding subsidiaries was 182.15 million yuan, accounting for 16.59% of the latest audited net assets of the listed company. The company and its holding subsidiaries have no overdue external guarantee.
It is hereby announced.
Zhejiang Kanglongda Special Protection Technology Co.Ltd(603665) board of directors February 11, 2022
