Securities code: 000753 securities abbreviation: Fujian Zhangzhou Development Co.Ltd(000753) Announcement No.: 2022-012 Fujian Zhangzhou Development Co.Ltd(000753)
Announcement on external guarantee
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、 Information on providing guarantee for subsidiaries
The third extraordinary meeting of the seventh board of directors in 2021 held on November 22, 2021 and the second extraordinary general meeting of shareholders in 2021 held on December 9, 2021 considered and approved the proposal on providing guarantee amount for subsidiaries, Agree to provide a guarantee amount of no more than 50 million yuan for the wholly-owned subsidiary Zhangpu development water Co., Ltd. (hereinafter referred to as Zhangpu water), For details, see the announcement on providing guarantee limit for subsidiaries (Announcement No.: 2021-045) disclosed in the securities times and cninfo on November 23, 2021 and the announcement on the resolution of the second extraordinary general meeting of shareholders in 2021 (Announcement No.: 2021-051) disclosed on December 10, 2021. Recently, the above guarantee contract has been signed, and the details are announced as follows:
(I) overview of guarantee
Zhangpu water, a wholly-owned subsidiary of the company, applied for a loan of 42 million yuan from Bank Of China Limited(601988) Zhangpu sub branch due to the construction of “Zhangpu County sewage treatment plant level a expansion and standard upgrading project”. The company provided joint and several liability guarantee and signed the guarantee contract.
(II) main contents of guarantee contract
Guarantor: Fujian Zhangzhou Development Co.Ltd(000753)
Creditor: Bank Of China Limited(601988) Zhangpu sub branch
Main contract: the loan principal is 42 million yuan and the loan term is 108 months.
Guarantee scope: the creditor’s rights of Zhangpu water under the main contract constitute the main creditor’s rights of this contract, including principal, interest, liquidated damages, compensation, expenses for realizing the creditor’s rights (including but not limited to litigation expenses, lawyer’s expenses, notarization expenses, execution expenses, etc.), losses caused to the creditor due to the debtor’s breach of contract and all other payable expenses.
Guarantee mode: joint and several liability guarantee
Guarantee period: three years from the date of expiration of the repayment period of the principal creditor’s right.
2、 Information on providing guarantee for joint stock companies
The first extraordinary meeting of the seventh board of directors in 2020 held on April 7, 2020 and the first extraordinary general meeting of shareholders in 2020 held on April 24, 2020 considered and approved the proposal on the guarantee amount provided by the wholly-owned subsidiary Fujian Zhangzhou Development Co.Ltd(000753) Water Group Co., Ltd. for its joint-stock company, Fujian Zhangzhou Fuhua Water Development Co., Ltd, It is agreed that Fujian Zhangzhou Development Co.Ltd(000753) Water Group Co., Ltd. (hereinafter referred to as “water group”) shall provide a guarantee limit of no more than 53.38 million yuan for its joint-stock company Fujian Zhangzhou Fuhua Water Development Co., Ltd. (hereinafter referred to as “Fuhua water”) at a share ratio of 34%, See the announcement on the guarantee amount provided by the wholly-owned subsidiary Fujian Zhangzhou Development Co.Ltd(000753) Water Group Co., Ltd. for its joint-stock company Fujian Zhangzhou Fuhua Water Development Co., Ltd. (Announcement No.: 2020-006) disclosed in the securities times and cninfo on April 9, 2020 and the announcement disclosed on April 25, 2020 Announcement on resolutions of the first extraordinary general meeting of shareholders in 2020 (Announcement No.: 2020-008). In November 2020, Fuhua water borrowed 75 million yuan, and the water group provided joint and several liability guarantee for 25.5 million yuan according to the share ratio. See the announcement on providing guarantee for joint stock companies (Announcement No.: 2020-053) disclosed on November 28, 2020. In August 2021, Fuhua water borrowed 30 million yuan, of which 10.2 million yuan was provided with joint and several liability guarantee by water group according to the share ratio. See the announcement on providing guarantee for joint stock companies (Announcement No.: 2021-025) disclosed on August 12, 2021 for details. Recently, the water group signed a guarantee contract with the bank on the above-mentioned part of the remaining guarantee amount. The specific situation is announced as follows:
(I) overview of guarantee
Fuhua water, a joint-stock company of the company’s wholly-owned subsidiary water group, applied for a loan of 39.88 million yuan from China Construction Bank Corporation(601939) Zhangzhou Gulei port sub branch due to the capital demand of the northern sewage treatment plant (phase I) project in Gulei development zone. The water group provided joint and several liability guarantee for 13.5592 million yuan according to 34% share ratio, and signed the guarantee contract.
(II) main contents of the contract
Guarantor: Fujian Zhangzhou Development Co.Ltd(000753) Water Group Co., Ltd
Creditor: China Construction Bank Corporation(601939) Zhangzhou guleigang sub branch
Main contract: the loan principal is 39.88 million yuan and the loan term is 3578 days.
Scope of guarantee: the principal under the main contract is 13.5592 million yuan only and the corresponding interest (including compound interest and penalty interest), liquidated damages, compensation, other amounts payable by the debtor to Party B (including but not limited to relevant handling fees, telecommunications fees, miscellaneous fees, etc.), and expenses incurred by the creditor in realizing its creditor’s rights and guarantee rights. If the debtor’s debt due under the main contract decreases, the scope of guarantee liability of the water group will be reduced accordingly.
Guarantee mode: joint and several liability guarantee
Guarantee period: three years after the expiration of the debt performance period agreed in the main contract.
3、 Accumulated external guarantee
As of February 21, 2022, the total amount of external guarantees provided by the company and its subsidiaries was 1.893 billion yuan, which were all guarantees provided by the company to its subsidiaries, joint-stock companies and subsidiaries to its subsidiaries, accounting for 76.85% of the net assets attributable to the parent company in 2020. In addition, the company and its subsidiaries have no overdue external guarantee, and there is no guarantee for shareholders, actual controllers and their related parties.
4、 Documents for future reference
1. Guarantee contract signed by the company and Bank Of China Limited(601988) Zhangpu sub branch; 2. Guarantee contract signed by water group, a wholly-owned subsidiary of the company, and China Construction Bank Corporation(601939) Zhangzhou Gulei port sub branch.
It is hereby announced
Board of directors February 23, 2002
