China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) : Announcement on the guarantee provided by the subsidiary for Changshu Qin’an

Securities code: 001979 securities abbreviation: China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) Announcement No. [cmsk] 2021-019 China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979)

Announcement on the guarantee provided by the subsidiary for Changshu Qin’an

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, Changshu Qin’an Real Estate Development Co., Ltd. (hereinafter referred to as “Changshu Qin’an”), a holding subsidiary of China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) (hereinafter referred to as “the company”) plans to apply for a loan of RMB 600 million from China Merchants Bank Co.Ltd(600036) Suzhou Branch (hereinafter referred to as ” China Merchants Bank Co.Ltd(600036) Suzhou Branch”), with a loan term of 36 months. Changshu China Merchants Qinhu Investment Development Co., Ltd. (hereinafter referred to as “Changshu Qinhu”), the holding subsidiary of the company, intends to provide joint and several guarantee liability for the above loan at the shareholding ratio of 100%, with the guarantee principal amount not exceeding RMB 600 million, and the guarantee period is from the effective date of the guarantee to the maturity date of the loan plus three years.

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 holding subsidiaries is 18.003 billion yuan, of which the balance of the amount of guarantee provided by the company for holding subsidiaries with asset liability ratio of more than 70% is 18.003 billion yuan. This guarantee is within the scope of the above guarantee amount and has been deliberated and approved by the Changshu Qinhu shareholders’ meeting.

2、 Basic information of the guaranteed

Changshu Qin’an was established on November 23, 2020 with a registered capital of 120 million yuan and legal representative: Yin Li; Registered address: Office 301, No. 303, Shajiabang Road, Changshu; Changshu Qinhu, the holding subsidiary of the company (the company indirectly holds 70% of its equity, and Changshu City operation and Investment Co., Ltd. holds 30% of its equity), holds 100% of its equity. Company type: limited liability company. Business scope: real estate development and operation (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 items shall be subject to the approval results) general items: property management; Housing lease; Conference and exhibition services; 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 data of Changshu Qin’an: as of January 31, 2022, the total assets were 3628.5085 million yuan, the total liabilities were 2443.423 million yuan and the net assets were 118508.55; In January 2022, the operating income was 0 million yuan and the net profit was -640200 yuan; As of December 31, 2021, the total assets are 3593.7988 million yuan, the total liabilities are 2408.0731 million yuan and the net assets are 1185.7257 million yuan; In 2021, the operating income was 0 million yuan and the net profit was -8.9433 million yuan. Changshu Qin’an has no external guarantee, mortgage or litigation matters, and is not a dishonest person to be executed.

3、 Main contents of the guarantee agreement

Changshu Qinhu plans to provide joint and several guarantee liability for the above loans at the shareholding ratio of 100%, with the guarantee principal amount not exceeding RMB 600 million, and the guarantee period is from the effective date of the guarantee to the maturity date of the loan plus three years.

4、 Company opinion

Changshu Qinan needs to apply for a loan from China Merchants Bank Co.Ltd(600036) Suzhou Branch due to the construction of the project, which is conducive to promoting its business development. Changshu Qin’an is a holding subsidiary of the company. The guarantee risk 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 overdue guarantee and the loss that should be borne by the losing subsidiary due to the lawsuit of the losing subsidiary.

It is hereby announced.

China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) board of directors

February 19, 2002

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