Securities code: 002221 securities abbreviation: Oriental Energy Co.Ltd(002221) Announcement No.: 2022-012 Oriental Energy Co.Ltd(002221)
Announcement on granting bank credit guarantee to 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.
Special risk tips:
1. The total amount guaranteed by the company to its subsidiaries exceeds 100% of the latest audited net assets. Please pay full attention to the guarantee risk.
2. The company and its subsidiaries did not provide guarantee for units outside the consolidated statements. The guarantee provided for subsidiaries this time is conducive to solving their daily operation capital needs, promoting their operation and development, and the financial risk is within the controllable range of the company.
1、 Overview of guarantee
In order to meet the needs of the business development of the subsidiary, Oriental Energy Co.Ltd(002221) (hereinafter referred to as “the company” or ” Oriental Energy Co.Ltd(002221) “) agreed at the 35th meeting of the Fifth Board of directors that the company is the subsidiary Oriental Energy Co.Ltd(002221) (Ningbo) new materials Co., Ltd. (hereinafter referred to as “Ningbo new materials”) Nanjing Oriental Energy Co.Ltd(002221) Gas Co., Ltd. (hereinafter referred to as “Nanjing Donghua”) provides guarantee for the comprehensive credit line of 450 million yuan applied to relevant cooperative banks, and the guarantee period is subject to the actually signed guarantee contract.
The 27th meeting of the 5th board of directors and the fourth extraordinary general meeting of shareholders in 2021 have considered and approved the proposal on granting comprehensive credit guarantee line to subsidiaries and authorizing the approval of the board of directors, authorizing the board of directors to approve the provision of guarantee to subsidiaries according to the approval of bank credit within the guarantee line (foreign currency is converted according to the exchange rate of the same period) and the validity period of this year. Among them, the amount of guarantee for Ningbo new materials is 14 billion and Nanjing Donghua is 1 billion. The amount of guarantee provided in this review is within the authorized amount, which will take effect after being reviewed and approved by the board of directors. The expected situation is as follows:
Guarantor and guaranteed party: does the newly added guarantee amount account for the proportion of financial institutions up to now
The guarantor holds the guarantee amount of the latest period and the guarantee balance is related to the listed company
Asset liability ratio of Party A (100 million yuan) (100 million yuan) proportion of net assets guaranteed in the latest period
Ningbo
Gonghuishang Bank Co., Ltd
Xincai 75.31% 63.20% Co., Ltd. Ningbo branch 3 68.47 70.15% no
department
material
Nanjing Shanghai Pudong Development Bank
100% 68.84% Bank Co., Ltd. 1.5 4.96 6.34% no
Si Donghua Nanjing Branch
(Note: the “shareholding ratio of the guarantor” in the table includes direct and indirect shareholding ratios.)
2、 Basic information of the guaranteed
(I) Oriental Energy Co.Ltd(002221) (Ningbo) new materials Co., Ltd
1. Basic information name of the guarantor Oriental Energy Co.Ltd(002221) (Ningbo) new materials Co., Ltd
(original company name: Ningbo Fuji Petrochemical Co., Ltd.)
Date of establishment: October 25, 2012
Registered address: No. 6, Donggang North Road, Daxie Development Zone, Ningbo
Legal representative: Yan Weishan
The registered capital is 5177.867408 million yuan
Business scope: general items: manufacturing of synthetic materials (excluding hazardous chemicals); Sales of synthetic materials; Production of chemical products (excluding licensed chemical products); Sales of petroleum products (excluding hazardous chemicals); Sales of chemical products (excluding licensed chemical products); Wholesale of hardware products; Sales of building materials; China cargo transportation agency; General cargo warehousing services (excluding hazardous chemicals and other items requiring approval) (in addition to the items subject to approval according to law, carry out business activities independently according to law with the business license). Licensed items: production of hazardous chemicals; Operation of hazardous chemicals; Technology import and export; Import and export of goods; Import and export agency (for projects that must be approved according to law, business activities can be carried out only after being approved by relevant departments, and the specific business projects shall be subject to the approval results).
Shareholding structure Oriental Energy Co.Ltd(002221) holds 69.14%, Agricultural Bank of China Financial Assets Investment Co., Ltd. (representing Agricultural Bank of China investment – Ningbo new material debt to equity investment plan) holds 12.34% (including 6.17% held by Donghua energy), and Bank of communications financial assets investment Co., Ltd. holds 10.80%,
CCB Financial Asset Investment Co., Ltd. holds 7.71%.
2. Main financial indicators (the financial data of 2020 have been audited; the financial data of January September 2021 have not been audited)
Unit: 10000 yuan
Subject: December 31, 2020 September 30, 2021
(January December 2020) (January September 2021)
Total assets 1307312.47 1299877.49
Total liabilities 859215.22 821487.46
Owner’s equity 448097.26 478390.03
Operating income 478831.27 301620.96
Operating profit 56670.31 26303.63
Net profit 42325.98 19651.81
Asset liability ratio 65.72% 63.20%
(II) Nanjing Oriental Energy Co.Ltd(002221) Gas Co., Ltd
1. Basic information name of the guaranteed: nanran Oriental Energy Co.Ltd(002221) Gas Co., Ltd
Date of establishment: August 25, 2009
Registered address: No. 1, Ziqi Road, Xuanwu District, Nanjing
Legal representative: Fang Tao
The registered capital is 950 million yuan
Business scope: Sales of hazardous chemicals (operating according to the items listed in the license); Sales of chemical products (excluding hazardous chemicals); Self support and agency of import and export business of various commodities and technologies (except those whose import and export of commodities and technologies are prohibited by the state).
Sales of industrial textile products (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Ownership structure Oriental Energy Co.Ltd(002221) (shareholding ratio is 100%, including direct and indirect shareholding)
2. Main financial indicators (the financial data of 2020 have been audited; the financial data of January September 2021 have not been audited)
Unit: 10000 yuan
Subject: December 31, 2020 September 30, 2021
(January December 2020) (January September 2021)
Total assets 222204.85 288826.81
Total liabilities 138151.63 198820.74
Owner’s equity 84053.22 90006.06
Operating income 381691.34 379498.44
Operating profit 11605.69 6146.02
Net profit 11601.74 5952.85
Asset liability ratio 62.17% 68.84%
3、 Main contents of the guarantee agreement
According to the guarantee agreement to be signed, the guarantee mode is joint and several liability guarantee, and the main creditor’s rights guaranteed are the creditor’s rights under Ningbo new material, the bank credit agreement signed by Nanjing Donghua and the creditor bank respectively, and the maximum irrevocable guarantee. The total amount of banks under Ningbo new materials shall not exceed 300 million yuan; The total amount of banks under Nanjing Donghua shall not exceed 150 million yuan. The guarantee period is subject to the actually signed guarantee contract.
4、 Opinions of the board of directors and independent directors
1. The company provides guarantee for its subsidiaries Ningbo new materials and Nanjing Donghua to apply for comprehensive credit line from relevant cooperative banks to ensure the needs of their business development. The company actually holds the controlling right of the guaranteed company through direct and indirect means. The above-mentioned companies have excellent assets, stable operation, good financial status and credit standing.
2. The company actually holds the controlling right of Ningbo new materials, and the guaranteed amount is mainly used for project construction and operation. The project has good profit prospects, safe funds and reliable payment collection. Nanjing Donghua is the main body of the company engaged in the operation of liquefied gas and polypropylene. The opening of letters of credit, special loans, working capital loans, bank bills and other business matters belong to normal business, and the return of funds is stable and reliable. Both are important subsidiaries within the scope of the company’s consolidated statements, with strong business and financial control ability. The company provides guarantee for them with low risk and strong controllability.
The board of directors and independent directors of the company believe that the company actually holds the controlling right of the above guaranteed company, and its assets are excellent, its operation is stable, and its financial status and credit standing are good. The company has established strict guarantee management, internal financial control and audit supervision system for the use and management of internal guarantee credit; Formulate a sound management system, decision-making and implementation process for relevant business development; Credit evaluation system and credit management system have been formulated for various business transactions. Therefore, the company’s guarantee risk is controllable, which meets the needs of the company’s business development and will not have an adverse impact on the company. The above guarantee complies with the provisions of relevant policies, regulations and the articles of association, meets the needs of the company’s business development, and agrees to be guaranteed by the company.
The 35th meeting of the 5th board of directors considered and approved the above guarantee matters. The fourth extraordinary general meeting of shareholders in 2021 has considered and approved the proposal on granting comprehensive credit guarantee line to subsidiary banks and authorizing the approval of the board of directors, authorizing the board of directors to, according to the approval of Bank credit within the guarantee line (foreign currency converted according to the exchange rate of the same period) and the validity period of this year, Approve the guarantee for subsidiaries. The company’s proposal to provide guarantee for its subsidiaries Ningbo new material and Nanjing Donghua to apply for comprehensive credit from relevant cooperative banks will come into force after being deliberated and approved by the board of directors. The above guarantees comply with relevant policies, regulations and the articles of association.
5、 Accumulated quantity of external guarantees and overdue quantity of external guarantees
1. As of the date of this announcement, Oriental Energy Co.Ltd(002221) is Nanjing Oriental Energy Co.Ltd(002221) Gas Co., Ltd., the actual guarantee amount is 496 million yuan, Oriental Energy Co.Ltd(002221) is Ningbo baidinian LPG Co., Ltd., the actual guarantee amount is 160 million yuan, and Oriental Energy Co.Ltd(002221) is Oriental Energy Co.Ltd(002221) (Zhangjiagang) new materials Co., Ltd., the actual guarantee amount is 3.672 billion yuan, Oriental Energy Co.Ltd(002221) is Oriental Energy Co.Ltd(002221) (Ningbo) new materials Co., Ltd., the actual guarantee amount is 6.847 billion yuan, Oriental Energy Co.Ltd(002221) is Oriental Energy Co.Ltd(002221) (Singapore) International Trade Co., Ltd., the actual guarantee amount is 1.626 billion yuan, Oriental Energy Co.Ltd(002221) is Guangxi Tiansheng Port Co., Ltd., the actual guarantee amount is 186 million yuan, Oriental Energy Co.Ltd(002221) is Oriental Energy Co.Ltd(002221) (Maoming) Co., Ltd., the actual guarantee amount is 959 million yuan, The total amount guaranteed by Oriental Energy Co.Ltd(002221) for subsidiaries is 13.946 billion yuan, accounting for the proportion attributable to the parent company after audit on December 31, 2020
