Securities code: 300511 securities abbreviation: Shanghai Xuerong Biotechnology Co.Ltd(300511) Announcement No.: 2022-012 bond Code: 123056 bond abbreviation: Xuerong convertible bond
Shanghai Xuerong Biotechnology Co.Ltd(300511)
Announcement on providing guarantee for the subsidiary Lintao Xuerong to apply for comprehensive credit to Shanghai Pudong Development Bank Co.Ltd(600000)
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.
Shanghai Xuerong Biotechnology Co.Ltd(300511) (hereinafter referred to as “the company”) held the 30th meeting of the Fourth Board of directors on February 23, 2022. The meeting deliberated and adopted the proposal on providing guarantee for the subsidiary Lintao Xuerong to apply for comprehensive credit from Shanghai Pudong Development Bank Co.Ltd(600000) . The details are as follows:
1、 Overview of guarantee matters
Lintao Shanghai Xuerong Biotechnology Co.Ltd(300511) Technology Co., Ltd. (hereinafter referred to as “Lintao Xuerong”), the holding subsidiary of the company, decided to apply to Shanghai Pudong Development Bank Co.Ltd(600000) Lanzhou Branch for a comprehensive credit of no more than 30 million yuan (including 30 million yuan) according to the needs of production and operation. In order to support the operation and development of its subsidiary Lintao Xuerong, the company plans to provide joint and several liability guarantee for the above comprehensive credit.
According to the Shenzhen Stock Exchange GEM Listing Rules, the articles of association and other relevant provisions, the above guarantee matters need to be submitted to the general meeting of shareholders for deliberation.
2、 Basic information of the guaranteed
1. Company name: Lintao Shanghai Xuerong Biotechnology Co.Ltd(300511) Technology Co., Ltd
2. Date of establishment: August 3, 2017
3. Registered address: No. 10, kangjiaya agricultural and sideline products distribution and processing park, Lintao County Economic Development Zone, Dingxi City, Gansu Province
4. Legal representative: Chen Xiong
5. Registered capital: 145 million yuan
6. Ownership structure:
Serial number shareholder name shareholding ratio
1 Shanghai Xuerong Biotechnology Co.Ltd(300511) 68.97%
2 Gansu green ecological industry development government guidance fund management Co., Ltd. 31.03%
7. Business scope: development, consultation, service and transfer of edible fungus technology; Cultivation, processing and sales of edible fungi; Flammulina velutipes, crab mushroom, Pleurotus eryngii, Lentinus edodes, Pleurotus nebrodensis, Agaricus bisporus and Agrocybe chashuensis are produced and sold by themselves; Engineering construction services; Construction project construction; Rental of self owned plant; 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)
8. The main financial data of Lintao Xuerong in the latest year and issue are as follows:
Unit: 10000 yuan
December 31, 2020 September 30, 2021
Total assets 28116.03 31968.66
Total liabilities 17274.27 20489.21
Net assets 10841.76 11479.44
Project 2020 January September 2021
Operating income 4212.84 5899.57
Operating profit 1054.60 -329.09
Net profit 1059.47 -326.95
Note: the data of December 31, 2020 and 2020 have been audited, but the data of September 30, 2021 and January September 2021 have not been audited. 9. Lintao Xuerong is not a dishonest executee.
3、 Main contents of relevant agreements
This guarantee agreement and other documents have not been signed, and the specific contents shall be subject to the relevant agreements signed at that time. 4、 Opinions of the board of directors
The board of Directors believes that Lintao Xuerong is a holding subsidiary of the company with a shareholding of 68.97%, and the guarantee provided by the company for its comprehensive credit business is in line with its actual business development needs and the overall interests of the company. The company has the ability to control its operation and management during the guarantee period, and the financial risk of providing guarantee for it is within the controllable range. The shareholding ratio of other shareholders is relatively low, and no guarantee or counter guarantee in the same proportion is provided.
The proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
5、 Total amount of accumulated external guarantee and overdue guarantee
As of the date of this announcement, the total amount of external guarantee (including this guarantee) approved by the company and its subsidiaries is 2258.172 million yuan (including 670 million baht, converted at the average exchange rate in January 2022) (both are the guarantee of the company to its subsidiaries, subsidiaries to the company and subsidiaries to its subsidiaries), and the actual guarantee balance is 925.4788 million yuan, The proportion of the audited total assets and net assets of the company in 2020 is 20.28% and 45.50% respectively.
In addition to the above guarantees, the company and its subsidiaries have no other external guarantees, no overdue guarantees, no guarantee amount involved in litigation and losses due to the judgment of losing the guarantee.
6、 Documents for future reference
1. Resolution of the 30th meeting of the 4th board of directors.
It is hereby announced.
Shanghai Xuerong Biotechnology Co.Ltd(300511) board of directors February 24, 2022