Securities code: 002240 securities abbreviation: Chengxin Lithium Group Co.Ltd(002240) Announcement No.: 2022-004 Chengxin Lithium Group Co.Ltd(002240)
Announcement on the wholly-owned subsidiary’s financial leasing business and the guarantee provided by the company
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 financial leasing and guarantee
Due to the needs of business development, Sichuan Zhiyuan lithium Co., Ltd. (hereinafter referred to as “Zhiyuan lithium”), a wholly-owned subsidiary of Chengxin Lithium Group Co.Ltd(002240) (hereinafter referred to as “the company”), plans to use some production equipment to carry out financial leasing business with Industrial Financial Leasing Co., Ltd. (hereinafter referred to as “industrial financial leasing”) in the form of after-sales leaseback, with the principal of financial leasing of RMB 200 million, The term of finance lease is 36 months. During the lease term, Zhiyuan lithium will continue to use the production equipment in the form of leaseback, and pay the rent to Xingye gold lease as agreed. The financial leasing business of Zhiyuan lithium industry is within the scope of authorization of the 18th meeting of the seventh board of directors and complies with relevant provisions such as the stock listing rules of Shenzhen Stock Exchange and the articles of association. The company held the 18th meeting of the seventh board of directors and the 2020 annual general meeting of shareholders on April 22, 2021 and June 25, 2021 respectively, and deliberated and adopted the proposal on the prediction of guarantee amount for subordinate subsidiaries. The board of directors agreed that the company (including subordinate subsidiaries) in its subordinate subsidiaries should provide guarantee to banks Financial and financial institutions such as financial leasing companies shall provide guarantees for them when they apply for financing and daily business needs. The total amount of guarantee shall not exceed RMB 1.54 billion. The validity period of external guarantee limit is from the date of deliberation and approval of the company’s 2020 annual general meeting to the date of holding the 2021 annual general meeting of shareholders; The guarantee amount provided for Zhiyuan lithium industry shall not exceed 470 million yuan. After the company provided a guarantee amount of 200 million yuan for Zhiyuan lithium this time, the available guarantee amount is 55 million yuan. As of the date of this announcement, the guarantee balance of the company to Zhiyuan lithium industry (excluding this guarantee) was RMB 223943600. This guarantee is within the scope of authorization of the 2020 annual general meeting of shareholders and complies with the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and the articles of association.
2、 Basic information of the guaranteed
Company name: Sichuan Zhiyuan Lithium Industry Co., Ltd
Address: Gongxing area, ABA eco economic Industrial Park, Deyang, Mianzhu City, Sichuan Province
Legal representative: Fang Yi
Date of establishment: March 23, 2015
Business scope: production, processing, R & D and sales: lithium chloride and lithium carbonate; Production and sales: lithium hydroxide, anhydrous sodium sulfate and lithium slag; R & D, production and sales of lithium ion batteries; Sales: mineral products; Import and export of goods. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments) Zhiyuan lithium has a registered capital of RMB 500 million. The company directly holds 100% of its equity and is a wholly-owned subsidiary of the company.
Main financial data of Zhiyuan lithium industry in the latest year and issue:
Unit: 10000 yuan
December 31, 2020 (audited) September 30, 2021 (Unaudited)
Total assets 167820.59 129364.74
Total liabilities 118416.24 64604.16
Net assets 49404.35 64760.58
2020 (audited) January September 2021 (Unaudited)
Operating income 76372.09 99915.58
Net profit -8620.14 15151.09
Upon inquiry, as of the disclosure date of this announcement, Zhiyuan lithium industry is not a dishonest person.
3、 Main contents of the guarantee agreement
Guarantor: Chengxin Lithium Group Co.Ltd(002240)
Creditor: Xingye Financial Leasing Co., Ltd
Lessee: Sichuan Zhiyuan Lithium Industry Co., Ltd
Guarantee scope: all creditor’s rights (whether or not the creditor’s rights are based on the financial lease relationship) enjoyed by the creditor against the lessee under the main contract, including but not limited to all rents, lease handling charges, lease risk premium, purchase retention price, liquidated damages for delay, liquidated damages, liquidated damages for prepayment, occupancy fee In case of any change in the interest rate agreed under the main contract, the amount of creditor’s rights adjusted accordingly after the change shall prevail; The performance of any other obligations of the lessee under the main contract; And various costs and expenses paid by the creditor to maintain and realize the main creditor’s rights and security rights (including but not limited to legal fees, arbitration fees, execution fees, notarization fees, service fees, announcement fees, lawyer fees, travel expenses, guarantee fees, preservation fees, insurance fees, storage, maintenance, transportation, auction, evaluation, appraisal, disposal and other fees charged by the third party when the leased property is retrieved under the main contract, and the fees that should be borne by the lessee according to law).
Guarantee mode: joint and several liability guarantee
Guarantee period: the guarantee period under this contract is from the effective date of this contract to the expiration of three years from the date of expiration of the performance period of all debts of the debtor under the main contract. If the principal creditor’s right is performed by stages, the guarantee period shall be from the effective date of this contract to the expiration of three years from the date of expiration of the last debt performance period. If the debtor’s debt performance period under the main contract is changed, the guarantee period shall be from the effective date of this contract to the expiration of three years from the date of expiration of all modified debt performance periods.
Guarantee amount: the principal shall not exceed 200 million yuan
There is no counter guarantee in this guarantee.
4、 Reasons for this guarantee and its impact on the company
Zhiyuan lithium is a wholly-owned subsidiary of the company. The assets of the company are in good condition, the company has absolute control over it, and the financial risk of providing guarantee for it is within the controllable range of the company.
Moreover, the guarantee provided by the company to the wholly-owned subsidiary is based on the development of the company’s business, which will not have an adverse impact on the normal operation and business development of the company, and there is no situation that damages the interests of the company and all shareholders.
5、 Accumulated external guarantees and overdue guarantees
As of the date of this announcement, the actual external guarantee balance (excluding this guarantee) of the company and its holding subsidiaries was RMB 824578400, accounting for 25.63% of the audited net assets attributable to the parent company on December 31, 2020; Among them, the actual guarantee balance of the company to its holding subsidiaries is 784.8436 million yuan, and the actual guarantee balance of the company to participating companies and other entities is 39.7348 million yuan. The company and its holding subsidiaries have no overdue external guarantee, no external guarantee involving litigation, and the loss due to the judgment of losing the guarantee.
6、 Documents for future reference
Financial lease contract and guarantee contract.
It is hereby announced.
Chengxin Lithium Group Co.Ltd(002240) board of directors
February 23, 2002
