Securities code: 002949 securities abbreviation: Shenzhen Capol International&Associatesco.Ltd(002949) Announcement No.: 2022-008 bond Code: 128125 bond abbreviation: Huayang convertible bond
Shenzhen Capol International&Associatesco.Ltd(002949)
Announcement on the progress of the company in providing guarantee for bank credit of joint-stock companies
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、 Guarantee progress
Dongguan Runyang United Intelligent Manufacturing Co., Ltd. (hereinafter referred to as "Runyang intelligent manufacturing"), a joint-stock company of Shenzhen Capol International&Associatesco.Ltd(002949) (hereinafter referred to as "the company"), applied for a credit line of 30 million yuan from Bank Of China Limited(601988) Shenzhen Futian Free Trade Zone sub branch (hereinafter referred to as "BOC Fubao sub branch") in order to meet the daily working capital needs and maintain capital liquidity. The company and another shareholder, China Resources Cement Investment Co., Ltd., signed the maximum guarantee contract with Bank Of China Limited(601988) Shenzhen Hetao Huanggang branch respectively, agreeing that all parties shall provide joint and several liability guarantee for the bank credit of Runyang Zhizao according to the shareholding ratio, of which the guarantee amount of the company shall not exceed RMB 15.3 million. At present, the guarantee contract has come into force.
2、 Consideration of guarantee and changes in balance
The company held the 19th meeting of the second board of directors on March 29, 2021 and the second extraordinary general meeting of shareholders in 2021 on April 15, 2021 respectively, and deliberated and adopted the proposal on the company providing guarantee for bank credit of joint-stock companies. It is agreed that the company shall provide joint and several liability guarantee for the bank credit no more than RMB 58 million to be applied by Runyang Zhizao according to the shareholding ratio, and the guarantee amount shall not exceed RMB 29.58 million. The above guarantee amount shall be valid within 12 months from the deliberation and approval of the second extraordinary general meeting of shareholders in 2021. For details, please refer to securities times, Securities Daily, Shanghai Securities News, China Securities News and cninfo.com on March 30, 2021 and April 16, 2021（ http://cninfo.com.cn. ）The announcement on the company providing guarantee for bank credit of joint-stock companies (Announcement No.: 2021-007), the announcement on the resolution of the 19th meeting of the second board of directors (Announcement No.: 2021-005) and the announcement on the resolution of the second extraordinary general meeting of shareholders in Shenzhen Capol International&Associatesco.Ltd(002949) 2021 (Announcement No.: 2021-016) disclosed.
On April 24, 2021, the company published in the securities times, Securities Daily, Shanghai Securities News, China Securities News and cninfo（ http://cninfo.com.cn. ）The announcement on the progress of the company's guarantee for the bank credit of joint-stock companies (Announcement No.: 2021-034) was disclosed. The company signed the maximum guarantee contract with Chashan branch of ICBC, which agreed to provide joint and several liability guarantee for the bank credit of Runyang Zhizao according to the shareholding ratio, of which the guarantee amount of the company shall not exceed RMB 14.28 million.
As of the disclosure date of this announcement, the guarantee amount approved by the general meeting of shareholders and still within the validity period is 15.3 million yuan, and this guarantee is within the validity limit. The details are as follows:
Whether the guaranteed party holds the remaining balance of the most general meeting of shareholders of the guaranteed party or not, the proportion of shares of the related party, the asset approval limit of the recent period, and the guarantee liability ratio
The company runyangzhi is 29.58 million yuan and 15.3 million yuan
Make 51.00% 62.55% 0
3、 Basic information of the guaranteed
1. Basic information
Company name: Dongguan Runyang United Intelligent Manufacturing Co., Ltd
Date of establishment: June 30, 2017
Company type: limited liability company (Sino foreign joint venture)
Registration place: next to the intersection of chaoheng road and Ecological Park Avenue, Chaolang village, Chashan Town, Dongguan
Legal representative: Tang Chongwu
Registered capital: 60 million yuan
Business scope: design, production and sales: concrete prefabricated components and gypsum prefabricated components for construction, iron mold products for construction and light decorative materials. In-depth design and on-site construction consulting of prefabricated buildings, construction and installation of prefabricated components, technology research and development, technical services, technology transfer and technology import and export of prefabricated component design, production and construction and installation.
Related relationship: the company holds 51% of the shares of Runyang Zhizao. Tang Chongwu, the chairman and general manager of the company, serves as the chairman of Runyang Zhizao, long Yufeng, the director of the company, serves as the director and general manager of Runyang Zhizao, and Xu Qingping, the director, chief financial officer and Secretary of the board of directors, serves as the director of Runyang Zhizao.
2. Shareholder structure
Shareholder name registered capital (10000 yuan) shareholding ratio
Shenzhen Capol International&Associatesco.Ltd(002949) 3,060 51%
China Resources Cement Investment Co., Ltd. 2940 49%
Note: China Resources Cement Investment Co., Ltd. is a wholly-owned subsidiary of China Resources Cement Holdings (Hong Kong) Co., Ltd
3. Main financial data of the last year
As of December 31, 2021, the total assets of Runyang Zhizao were 163.7613 million yuan; Total liabilities are 102.437 million yuan; The net assets are 61.3244 million yuan. In 2021, the operating revenue was 165.4047 million yuan, the total profit was 15.0655 million yuan, and the net profit was 13.2369 million yuan (the above data were not audited).
4. Runyang Zhizao is not a dishonest person to be executed.
4、 Main contents of the guarantee agreement
Guarantee amount: 15.3 million yuan
Guarantee mode: joint and several liability guarantee
Guarantee scope: principal, interest, liquidated damages, damages, expenses for realizing creditor's rights, losses caused to creditors due to debtor's breach of contract and other payable expenses, etc.
Guarantee period: the guarantee period of the debts under the main contract shall be calculated separately one by one, and the guarantee period of each debt shall be three years from the date of expiration of the performance period of the debt.
5、 Related party transactions with the related party from the beginning of the year to the disclosure date
From January 1, 2022 to the disclosure date of this announcement, in addition to the current account formed by daily operation, the interest generated from the loan provided by the company to Runyang Zhizao is 32000 yuan. As of February 1, 2022, the balance of guarantee provided by the company for Runyang Zhizao was RMB 11.73 million.
6、 Accumulated external guarantees and overdue guarantees
As of the disclosure date of this announcement, the balance of the guarantee provided by the company for Runyang Zhizao was RMB 11.73 million, accounting for 0.81% of the company's latest audited net assets.
In addition, the company and its holding subsidiaries have no other external guarantees. 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.
Shenzhen Capol International&Associatesco.Ltd(002949) board of directors
February 22, 2022
