Securities code: 600979 securities abbreviation: Sichuan Guangan Aaa Public Co.Ltd(600979) Announcement No.: 2022-004
Sichuan Guangan Aaa Public Co.Ltd(600979)
Announcement of resolutions of the 18th meeting of the 6th board of supervisors
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
The 18th meeting of the 6th board of supervisors of Sichuan Guangan Aaa Public Co.Ltd(600979) (hereinafter referred to as “the company”) was notified by email and fax on February 17, 2022 and held by means of communication voting on February 23, 2022. There are 5 supervisors who should participate in this meeting of the board of supervisors and 5 supervisors who actually participate in voting. The meeting was held in accordance with the relevant provisions of the company law and the articles of association. The meeting considered and adopted the following resolutions:
1、 The proposal on applying for loans from banks by holding subsidiaries with their own assets mortgaged and pledged was deliberated and adopted
The meeting agreed that Sichuan Yuechi Aizhong Electric Power Co., Ltd. (hereinafter referred to as “Yuechi electric power”), the holding subsidiary of the company, applied to China Agricultural Bank Of China Limited(601288) Yuechi sub branch for a bank loan with a comprehensive credit of no more than 180 million yuan and a line of no more than 80 million yuan, with a loan term of no more than 10 years, a 5-year interest rate and no upward floating LPR. The specific loan amount is determined by the loan contract signed The mortgage contract and pledge contract shall prevail.
The board of supervisors of the company believes that Yuechi power is used to meet its own production and operation capital needs and promote the scheduled construction of its comprehensive office building, which is conducive to the sustainable and healthy development of Yuechi power and in line with the overall interests of the company and all shareholders.
For details, please refer to China Securities Journal, Shanghai Securities News, Securities Daily, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN.) Announcement of Sichuan Guangan Aaa Public Co.Ltd(600979) on the holding subsidiary applying for comprehensive credit from the bank by mortgage and pledge of its own assets (Announcement No.: 2022-005).
Voting: this proposal has 5 valid votes, 5 affirmative votes, 0 negative votes and 0 abstention votes.
2、 The proposal on the company’s compliance with the conditions for public issuance of corporate bonds to professional investors was deliberated and adopted. According to the provisions of the company law, the securities law, the measures for the administration of corporate bond issuance and trading and other relevant laws, regulations, rules and other normative documents, the board of supervisors of the company compared the qualifications and conditions for public issuance of corporate bonds, After self-examination of relevant matters in combination with the actual situation of the company, it is considered that the company meets the basic conditions and requirements for public issuance of corporate bonds to professional investors and is qualified for public issuance of corporate bonds to professional investors.
For details, please refer to China Securities Journal, Shanghai Securities News, Securities Daily, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN.) Announcement of Sichuan Guangan Aaa Public Co.Ltd(600979) on corporate bond issuance plan (Announcement No.: 2022-006).
Voting: this proposal has 5 valid votes, 5 affirmative votes, 0 negative votes and 0 abstention votes.
3、 Deliberated and passed the proposal on public issuance of corporate bonds to professional investors
The meeting agreed that in order to further optimize the debt structure, broaden financing channels and meet capital needs, the company will publicly issue corporate bonds to professional investors in accordance with the provisions of the company law, the securities law, the measures for the administration of corporate bond issuance and trading and other relevant laws and regulations, and in combination with the current capital needs of the bond market and the company. The specific scheme is as follows:
1. Issuing scale and method
The corporate bonds are issued to professional investors in a public manner. The issuance scale is no more than RMB 1 billion (including RMB 1 billion), which can be issued in one time or by stages. The specific issuance scale, whether to issue by stages and the method of issuing by stages shall be submitted to the general meeting of shareholders to authorize the board of directors or the authorized person of the board of directors to determine within the above scope according to the company’s capital demand and the market situation at the time of issuance.
2. Face value and price
The face value of this public issuance of corporate bonds is RMB 100, which is issued at par.
3. Distribution object
The issuance object of the corporate bonds this time is the professional investors specified in the administrative measures for the issuance and transaction of corporate bonds and relevant laws and regulations, and will not give priority to the placement to the shareholders of the company.
4. Bond term
The term of the corporate bonds issued this time is no more than 5 years (including 5 years), which can be a single term variety or a mixed variety of terms. The specific term composition and the issuance scale of each term category shall be submitted to the general meeting of shareholders to authorize the board of directors or the authorized person of the board of directors to determine within the above scope according to the company’s capital demand and market conditions before issuance.
5. Bond interest rate and payment method
This corporate bond adopts the form of fixed interest rate, and the simple interest is calculated annually without compound interest. The interest rate, determination method and payment method of the corporate bonds shall be submitted to the shareholders’ meeting to authorize the board of directors or the authorized person of the board of directors to negotiate and determine with the lead underwriter according to laws, regulations and market conditions.
6. Redemption clause or resale clause
Whether the corporate bonds are designed with redemption terms or resale terms and relevant terms, and the specific contents shall be submitted to the shareholders’ meeting to authorize the board of directors or the person authorized by the board of directors to determine according to relevant regulations and market conditions.
7. Purpose of raised funds
The raised funds of the corporate bonds are intended to be used to replace the stock of interest bearing liabilities, project investment, supplement working capital and other purposes permitted by applicable laws and regulations. The specific purpose shall be determined within the above scope according to the capital needs of the company by the board of directors or the authorized person of the board of directors authorized by the general meeting of shareholders.
8. Listing arrangement
After each issuance of corporate bonds, on the premise of meeting the listing conditions, the listing and trading of corporate bonds will be handled in accordance with the relevant provisions of Shanghai Stock Exchange. With the approval of the regulatory authorities, the corporate bonds can also be listed and traded in other trading places permitted by applicable laws.
9. Guarantee arrangement
Whether the corporate bonds issued this time adopt guarantee and specific guarantee methods shall be submitted to the general meeting of shareholders to authorize the board of directors or the authorized person of the board of directors to determine according to relevant regulations and market conditions.
10. Underwriting method
The corporate bonds are underwritten by the lead underwriter in the form of balance underwriting.
11. Validity of resolution
The resolution of this corporate bond shall take effect from the date of deliberation and adoption by the general meeting of shareholders and shall be valid until the expiration date of the registration document of China Securities Regulatory Commission.
12. The company’s credit status and debt repayment guarantee measures
The company’s credit standing is good. After the issuance of corporate bonds, in case of failure to pay the principal and interest of bonds on schedule or failure to pay the principal and interest of bonds on schedule at maturity, the company will formulate and take a variety of debt repayment guarantee measures to effectively protect the interests of bondholders.
Voting: this proposal has 5 valid votes, 5 affirmative votes, 0 negative votes and 0 abstention votes.
It is hereby announced.
Sichuan Guangan Aaa Public Co.Ltd(600979) board of supervisors February 24, 2022
