Securities code: 002183 securities abbreviation: Eternal Asia Supply Chain Management Ltd(002183) Announcement No.: 2022-015 Eternal Asia Supply Chain Management Ltd(002183)
On providing guarantee for subsidiaries to apply for credit line from affiliated companies
And related party transactions
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.
Special tips:
As of the announcement date, Eternal Asia Supply Chain Management Ltd(002183) (hereinafter referred to as ” Eternal Asia Supply Chain Management Ltd(002183) ” or “the company”) and its holding subsidiaries’ total external guarantees exceeded 100% of the latest audited net assets. The guarantee objects were Shenzhen shangfutong Network Technology Co., Ltd., Shenzhen Tengfei healthy life industry Co., Ltd., Shenzhen yihehui Technology Co., Ltd., Shenzhen Yijia livable supply chain Co., Ltd The asset liability ratio of Shenzhen anxinyuan Trading Co., Ltd. exceeds 70%, so investors should pay full attention to the guarantee risk.
1、 Overview of related party transactions and guarantees
(I) related party transactions and guarantees
Due to the needs of business development, the company’s seven subsidiaries, Shenzhen shangfutong Network Technology Co., Ltd., Shenzhen Tengfei healthy life industry Co., Ltd., Shenzhen yihehui Technology Co., Ltd., Shenzhen Yijia livable supply chain Co., Ltd., Shenzhen Eternal Asia Supply Chain Management Ltd(002183) Logistics Co., Ltd., Shenzhen Eternal Asia Supply Chain Management Ltd(002183) Bonded Logistics Co., Ltd Shenzhen anxinyuan Trading Co., Ltd. applies to the affiliated company Shenzhen hi tech Investment Group Co., Ltd. for a comprehensive credit line with a total amount of no more than RMB 21 million (each subsidiary does not exceed RMB 30 million), with a credit term of one year, and the company provides joint and several liability guarantee for the above seven subsidiaries, with a guarantee term of no more than three years, The details shall be subject to the contract.
(II) relationship
Shenzhen hi tech Investment Group Co., Ltd. is the holding subsidiary of Shenzhen Investment Holding Co., Ltd., the controlling shareholder of the company. According to article 6.3.3 of the Listing Rules of Shenzhen Stock Exchange, Shenzhen hi tech Investment Group Co., Ltd. is an affiliated legal person of the company, and the application for credit line constitutes a connected transaction.
（3） Deliberations of the board of directors
The company held the 60th meeting of the 6th board of directors on February 23, 2022. The meeting passed the proposal on seven subsidiaries of the company applying for comprehensive credit line from the affiliated company Shenzhen hi tech Investment Group Co., Ltd. and the company providing guarantee for seven subsidiaries by 6 votes in favor, 0 against and 0 abstention, Mr. Yao Fei, a related director, avoided voting on this proposal; All independent directors have expressed their prior approval opinions and independent opinions on this related party transaction proposal; The above related party transactions and guarantees shall be approved by the general meeting of shareholders. (IV) this related party transaction does not constitute a major asset reorganization stipulated in the administrative measures for major asset reorganization of listed companies, and does not need to be approved by relevant departments.
2、 Basic information of related parties and guaranteed parties
(I) basic information of related parties
1. Basic information of related parties
Company name: Shenzhen hi tech Investment Group Co., Ltd
Cai, No. 5016, Shennan East Road, laowei community, Guiyuan street, Luohu District, Shenzhen registered address
6801-01, block a, Jingji 100 building, Wuwei
Enterprise type limited liability company
Legal representative: Liu Suhua
The registered capital is 1385210500 yuan
General business items are: engaging in guarantee business; Investment and development, information consultation, business scope
Inquiry; Loan guarantee; Own property lease.
Actual controller: state owned assets supervision and Administration Commission of Shenzhen Municipal People’s Government
2. The financial status of Shenzhen hi tech Investment Group Co., Ltd. in the latest fiscal year and at the end of the latest fiscal period is as follows:
Annual financial data of 2020 (audited) financial data of the third quarter of 2021 (Unaudited) (unit: RMB / 10000) (unit: RMB / 10000)
Total assets 3360721.53 total assets 3584427.34
Total liabilities 1150117.71 total liabilities 1278071.45
Operating income 278186.05 operating income 190175.64
Net profit 120087.39 net profit 119053.93
Net assets 2210603.82 net assets 2306355.89
Asset liability ratio 34.22%, asset liability ratio 35.66%
3. Description of related relationship: Shenzhen hi tech Investment Group Co., Ltd. is the holding subsidiary of Shenzhen Investment Holding Co., Ltd., the controlling shareholder of the company. According to article 6.3.3 of the Listing Rules of Shenzhen Stock Exchange, Shenzhen hi tech Investment Group Co., Ltd. is an affiliated legal person of the company.
(II) basic information of the guaranteed party
1. Basic information of the guaranteed company
Preface company name date of establishment registered capital legal representative registered address business scope shareholders and shareholding ratio No
General business items are: development and sales of computer software and hardware technology (excluding restricted items); Economics
Information consultation (excluding restricted items); Network technology development; Enterprise management consulting (excluding restrictions)
Item); China Trade (laws, administrative regulations and decisions of the State Council require approval before registration)
Other than the project); Operate import and export business (except for items prohibited by laws and administrative regulations, laws
Projects restricted by administrative regulations can only be operated after obtaining permission); Electronic products, daily necessities, textiles
Products, clothing, furniture, cosmetics and sanitary products, smart home, hardware and electricity, wine sets, crafts
Shenzhen merchants, Shenzhen Longgang District Nanwan products, electrical appliances, stationery, sporting goods, photographic equipment, computers, software and auxiliary equipment, the company holds its payment network, 2011 09 10 million yuan people, xialilang community, happy fresh fruit, decoration materials, communication equipment, construction materials Sales of sanitary ware and ceramic products; 100% of the shares, which is the supply chain management of mincoin Zhou Honghong Yatong supply chain integration on January 6 of science and Technology Co., Ltd; Engage in advertising business; Corporate image planning, cultural activity planning, marketing strategy, the first office plan of the flow center, a wholly-owned subsidiary of the company; Photography services, web design, technology development, packaging design; China and international freight forwarders; department
Building 601 is engaged in loading, unloading and handling business.
(except for items prohibited by laws, administrative regulations and decisions of the State Council,
Restricted items can only be operated after obtaining permission); Wholesale of pet food and supplies; Pet food and
Retail of supplies. (except for the items that must be approved according to law, the company shall independently carry out business activities according to law with its business license
The licensed business items are: Sales of prepackaged food (including refrigeration), sales of health products
Sales of dairy products (including infant formula milk powder); Warehousing services; Approval of environmental impact of construction projects.
Sales of class II medical devices. (projects subject to approval according to law can only be opened after being approved by relevant departments
(for business activities, the specific business items shall be subject to the approval documents or licenses of relevant departments)
General business items are: electronic products, hardware and building materials, decoration materials, mechanical equipment, calculation
Machine software and hardware and auxiliary equipment, communication equipment, chemical products (excluding toxic and dangerous chemicals)
Automobiles, cultural and sporting goods, cultural works of art, primary Shenzhen Agricultural Products Group Co.Ltd(000061) , daily necessities, household appliances
Kitchen and bathroom supplies, office supplies, office equipment, clothing, textile supplies, jewelry (excluding
Wholesale and retail of bare diamonds); Supply chain management and related supporting services; Supply chain scheme design; Offer
Design and management of Nanying chain channel in Longgang District, Shenzhen; Conference planning, exhibition planning; Engage in business activities online (the company does not hold its flying health student’s 2009 06 million yuan, including restricted projects in xialilang community, Renmin Bay Street); China Trade (excluding exclusive, exclusive and controlled commodities); 100% of the shares in the import and export industry, For the supply chain integration service (except for the projects prohibited by laws, administrative regulations and the decision of the State Council, the restricted projects must be operated after obtaining the office of Building 1 of the logistics center of the wholly-owned subsidiary of the company) related to transportation (laws, administrative regulations and decisions of the State Council)
Except for the items prohibited by the 604 public building, the restricted items can be operated only after obtaining the permission); International Freight Forwarder
