Securities code: 300657 securities abbreviation: Xiamen Hongxin Electronics Technology Group Inc(300657) Announcement No.: 2022-026 Xiamen Hongxin Electronics Technology Group Inc(300657)
Announcement on providing guarantee for subsidiaries to apply for financing credit
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
Xiamen Hongxin Electronics Technology Group Inc(300657) (hereinafter referred to as “the company”) held the 37th meeting of the third board of directors on February 11, 2022. The meeting deliberated and adopted the proposal on providing guarantee for subsidiaries’ application for financing credit. The proposal allows the company to provide a guarantee of no more than 5 million yuan to Bank Of Jiangsu Co.Ltd(600919) Shenzhen Branch for the holding subsidiary Shenzhen Ruihu Technology Co., Ltd. (hereinafter referred to as “Ruihu technology”), as follows:
Secured creditor guarantee amount
Ruihu technology Bank Of Jiangsu Co.Ltd(600919) Shenzhen Branch no more than RMB 5 million
No agreement or relevant documents have been signed for this guarantee, and the chairman of the company is authorized to sign relevant contracts and documents within the approved guarantee limit on behalf of the company.
The guarantee matters need to be submitted to the general meeting of shareholders for deliberation and voting. The validity period of this authorized guarantee limit is 1 year from the date of deliberation and approval by the general meeting of shareholders. The specific guarantee amount and guarantee period within the authorized limit shall be implemented in accordance with the specific contract.
2、 Basic information of the guaranteed
1. Basic information of the guaranteed
Company name: Shenzhen Ruihu Technology Co., Ltd
Unified social credit Code: 91440300359708603r
Type: limited liability company
Address: 1806, building 1, Longguang century building, zone n23, Haiwang community, Xin’an street, Bao’an District, Shenzhen
Legal representative: Song Qin
Registered capital: RMB 1928012
Date of establishment: December 28, 2015
Term of operation: long term
Main business: R & D and sales of electronic products, communication equipment, computer accessories and computer software; China’s trade, import and export of goods and technology, R & D and sales of electronic skin and pressure touch. (except for the items that need to be approved before registration as stipulated by laws, administrative regulations and decisions of the State Council).
2. Relationship with the company
It is the holding subsidiary of the company, and the company holds 55% of the total shares; Shenzhen Baoxiu business service partnership (limited partnership) holds 16.1877%; Liao Guangrui holds 11.6123%; Deng Chao holds 10%; Shen Junhong holds 2.5%; Xiamen Flexible Electronics Research Institute Co., Ltd. holds 2.5%; Yan Bingyuan holds 2.2%.
3. Main financial indicators of Ruihu technology in recent years
Unit: RMB 10000
Project / statistical interval December 31, 2020 September 30, 2021
(audited) (Unaudited)
Total assets 1201.40 1118.96
Total liabilities 202.50 178.29
Including: total financing loans 0
Total current liabilities 202.50 128.62
Net assets 998.98 940.67
Project / statistical range August December 2020 January September 2021
(audited) (Unaudited)
Operating income 382.74 537.51
Operating profit -52.77 -58.31
Total profit -52.77 -58.31
Net profit -52.77 -58.31
Note: in August 2020, the equity of Ruihu technology held by the company increased to 57.5%, so it was included in the consolidation scope, and Ruihu technology became a subsidiary within the consolidation scope of the company.
4. Ruihu technology is not a dishonest person.
3、 Main contents of the guarantee agreement
For this guarantee, no relevant guarantee agreement or document has been signed.
4、 Opinions of the board of directors and its impact on the company
1. Reasons for providing guarantee
The guarantee provided by the company to the above subsidiaries is to meet their business development needs, meet their capital needs and improve their comprehensive competitiveness, which is conducive to supporting the operation and development of the above subsidiaries and in line with the overall development strategy of the company.
2. Opinions of the board of directors
Based on the comprehensive assessment of the asset quality, operation, industry prospect and solvency of the guaranteed party, the board of Directors believes that the above-mentioned guaranteed party is a subsidiary within the scope of the company’s consolidated statements, and the company has control over it, can effectively supervise and manage it, has good business prospects and controllable guarantee risks. As the controlling shareholder, the company provides financing guarantee to support its business development, which is in line with the overall interests of the company and will not damage the interests of the company and shareholders.
3. Provision of counter guarantee
Shenzhen Baoxiu business service partnership (limited partnership), the main shareholder of Ruihu technology, and Liao Guangrui, the management shareholder, will provide corresponding counter guarantees to the company for the proportion of shares they hold.
5、 Opinions of independent directors
In order to alleviate the financial pressure of subsidiaries and provide guarantees for subsidiaries to financial institutions, the starting point is to solve the capital needs of subsidiaries, and there is no damage to the interests of the company and shareholders. The deliberation and voting procedures of the board of directors on the proposal comply with the relevant provisions of the Xiamen Hongxin Electronics Technology Group Inc(300657) articles of association, There is no violation of the notice on regulating the capital exchanges between listed companies and related parties and the external guarantee of listed companies (zjf [2003] No. 56) and the notice on regulating the external guarantee behavior of listed companies (zjf [2005] No. 120) issued by the CSRC. Therefore, we agree to the proposal on providing guarantee for subsidiaries to apply for financing credit.
6、 Accumulated external guarantee amount and overdue guarantee amount
As of the date of disclosure of this announcement, the total external guarantee of the company’s guarantee liability is RMB 1259.7 million, accounting for 80.06% of the company’s audited net assets in 2020, which are all guarantees provided by the company for its subsidiaries. The company has no external guarantee matters that are overdue or involve litigation.
7、 Other
After the disclosure of this guarantee, the company will timely disclose the corresponding progress announcement.
8、 Documents for future reference
1. Resolutions of the 37th meeting of the third board of directors of the company;
2. Independent opinions of the company’s independent directors on the 37th meeting of the third board of directors.
It is hereby announced.
Xiamen Hongxin Electronics Technology Group Inc(300657) board of directors February 11, 2022