Securities code: 002422 securities abbreviation: Sichuan Kelun Pharmaceutical Co.Ltd(002422) Announcement No.: 2022-011 Sichuan Kelun Pharmaceutical Co.Ltd(002422)
Progress announcement on providing guarantee for subsidiaries
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 guarantee
Sichuan Kelun Pharmaceutical Co.Ltd(002422) (hereinafter referred to as “the company” or ” Sichuan Kelun Pharmaceutical Co.Ltd(002422) “) deliberated and adopted the proposal on the prediction of guarantee amount for subsidiaries at the 38th meeting of the sixth board of directors held on February 8, 2021 and the first extraordinary general meeting of 2021 held on February 24, 2021, It is agreed to provide a guarantee amount of no more than RMB 5 billion for subsidiaries (including wholly-owned subsidiaries and holding subsidiaries, the same below). The guarantee methods include but are not limited to general guarantee, joint and several liability guarantee, mortgage, pledge, lien, deposit, security deposit, etc. the main debt types guaranteed include loan, bank acceptance bill, commercial acceptance bill, letter of credit, letter of guarantee Debt financing instruments and other financing behaviors of non-financial enterprises. The guarantee period is three years from the expiration of the debt performance period agreed in the main contract or other guarantee period required by the financing institution. The validity period of the guarantee limit is one year from the date of deliberation and approval by the general meeting of shareholders, and the limit can be recycled within the authorization period. For details, please refer to the company’s website on February 9, 2021（ http://www.cn.info.com.cn. ）Announcement on the prediction of guarantee amount for subsidiaries (Announcement No.: 2021-026).
The company recently signed a guarantee contract with the Export Import Bank of China Xinjiang Uygur Autonomous Region Branch (hereinafter referred to as “Export Import Bank of China Xinjiang branch”), The company shall provide joint and several liability guarantee for the loan of RMB 180 million applied by the holding subsidiary Ili CHUANNING Biotechnology Co., Ltd. (hereinafter referred to as “CHUANNING biotechnology”) in Xinjiang branch of Export Import Bank of China; At the same time, the company recently signed the maximum guarantee contract with Industrial And Commercial Bank Of China Limited(601398) Ili Kazakh Autonomous Prefecture Branch (hereinafter referred to as “China Industrial And Commercial Bank Of China Limited(601398) Ili branch”), and the company will provide joint and several liability guarantee for the loan of no more than 100 million yuan applied by CHUANNING biology in Industrial And Commercial Bank Of China Limited(601398) Ili branch, China.
2、 Basic information of the guaranteed
1. Company Name: Yili CHUANNING Biotechnology Co., Ltd
2. Legal representative: Deng Xuheng
3. Address: No. 516, almatuya village, Yining Park, Horgos Economic Development Zone, Ili Prefecture, Xinjiang
4. Registered capital: 2 million yuan
5. Date of establishment: December 10, 2010
6. Business scope: grain purchase and sales; Research and development of health products; Import and export of goods or technologies (except those prohibited by the state or involving administrative examination and approval), and carry out small border trade business; Production of antibiotic intermediates and veterinary non sterile API (erythromycin thiocyanate), ursodeoxycholic acid (non sterile API), ergosterol, food, cosmetics, hyaluronic acid bioactive material raw material products and biomedical material end products Sales (excluding drugs, APIs, dangerous chemicals and other pre-approval and restricted business items stipulated by laws and regulations); Power production and sales (only targeted sales to Xinjiang Yili Electric Power Co., Ltd.); Mechanical equipment processing and maintenance; Production of ammonium sulfate, sodium chloride, ammonium chloride, sodium sulfate, immobilized cephalosporin C acylase and corn gluten powder; Processing and sales of agricultural and sideline products (subject to the production license). (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
7. Equity structure: CHUANNING biology is a holding subsidiary of the company, and the company directly and indirectly holds 80.49% of its equity
3、 Main contents of guarantee contract
1. Guarantee contract signed between the company and Xinjiang branch of Export Import Bank of China
(I) creditor: Export Import Bank of China Xinjiang Uygur Autonomous Region Branch
(II) guarantor: Sichuan Kelun Pharmaceutical Co.Ltd(002422)
(III) guarantor: Yili CHUANNING Biotechnology Co., Ltd
(IV) guarantee mode: joint and several liability guarantee
(V) principal amount of principal creditor’s rights guaranteed: RMB 180 million
(VI) guarantee scope: all loan principal, interest, liquidated damages, damages and expenses for realizing creditor’s rights under the main contract; And any other amount payable by the debtor.
(VII) guarantee period: three years from the date of expiration of the debt performance period under the main contract.
2. Maximum guarantee contract signed between the company and China Industrial And Commercial Bank Of China Limited(601398) Ili branch
(I) creditor: Industrial And Commercial Bank Of China Limited(601398) Ili Kazakh Autonomous Prefecture Branch
(II) guarantor: Sichuan Kelun Pharmaceutical Co.Ltd(002422)
(III) guarantor: Yili CHUANNING Biotechnology Co., Ltd
(IV) guarantee mode: joint and several liability guarantee
(V) principal amount of principal creditor’s rights guaranteed: no more than RMB 100 million
(VI) guarantee scope: principal, interest, default interest, liquidated damages, damages and expenses for realizing the creditor’s rights.
(VII) guarantee period: three years from the day after the expiration of the loan term under the main contract; If the loan is due in advance, the guarantee period is three years from the next day of the loan’s early maturity date.
4、 Accumulated external guarantee amount and overdue guarantee amount
As of February 23, 2022, the total amount of external guarantees actually incurred by the company and its holding subsidiaries was RMB 3.406 billion, accounting for 10.65% of the company’s latest audited total assets and 24.32% of the company’s latest audited net assets. Among them, the company’s guarantee balance for CHUANNING biology is 3.406 billion yuan, and the remaining available guarantee amount for CHUANNING biology is 1.094 billion yuan. The above guarantee matters have fulfilled the corresponding review and disclosure procedures as required. As of the disclosure date of this announcement, the company has no overdue guarantee or illegal guarantee.
5、 Documents for future reference
1. Guarantee contract and maximum guarantee contract.
It is hereby announced.
Sichuan Kelun Pharmaceutical Co.Ltd(002422) board of directors February 23, 2022
