Securities code: Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455) securities abbreviation: Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455) Announcement No.: 2022032 bond Code: 128093 bond abbreviation: Baichuan convertible bond
Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455)
Announcement on the guarantee amount within the scope of the company’s consolidated statements
The board of directors does not guarantee that the information disclosed by the company is true, complete or misleading.
Special risk tips:
As of the date of this announcement, the company has not made any other external guarantee except mutual insurance between parent and descendant companies within the scope of consolidated statements. As of the date of this announcement, the guarantee balance between the parent and subsidiary companies of the company was 26792328 million yuan, accounting for 140.34% of the company’s latest audited net assets attributable to shareholders of listed companies of 19091541 million yuan. No overdue guarantee, no guarantee involving litigation, and no loss due to the judgment of losing the guarantee.
1、 Overview of guarantee
Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455) (hereinafter referred to as “the company”) held the fourth meeting of the sixth board of directors on February 25, 2022, deliberated and adopted the proposal on the guarantee line within the scope of the company’s consolidated statements, which provides guarantee for the comprehensive credit or financing applied by the parent and subsidiary companies to relevant banks in order to meet the capital needs of daily production, operation and business development of the parent and subsidiary companies within the scope of consolidated statements, The total guarantee balance shall not exceed 3785.5 million yuan.
The above matters need to be submitted to the general meeting of shareholders for deliberation.
2、 Estimated amount of this guarantee
Guaranteed amount of the guaranteed party
The proportion of shares held by the guarantor in the latest period and the proportion of the expected guarantee amount to the guaranteed balance of assets and liabilities of the guaranteed party of the listed company (10000 degrees (10000 yuan) Guarantee ratio of net assets of the company in the latest period (yuan)
Guarantee provided for companies with asset liability ratio less than 70%
Nantong Baichuan 100.00% 42.77% 927732810170000 53.27% is the new branch of Ningxia Baichuan
Material 84.50% 44.18% 55849508850000 46.36% yes
33.32% [Note 1] 52.35% / 1800000 9.43% of Haiji new energy
Jiangsu Haizhong Haiji new energy / 52.35% / Shanghai Pudong Development Bank Co.Ltd(600000) 3.14%
Jiangsu Haiji Haiji new energy / 52.35% / 155000 0.81%
Guarantee provided for companies with asset liability ratio higher than 70%
Rugao Baichuan 100.00% 72.15% 28 Fawer Automotive Parts Limited Company(000030) 0000 1.57% is Ningxia Baichuan branch
Technology 71.43% 78.01% 795 Shenzhen Ecobeauty Co.Ltd(000010) 000000 52.38% yes
Note 1: this guarantee is a temporary short-term guarantee, which is mainly used for the guarantee during the processing of the original asset mortgage loan asset warrant. After the re mortgage of the warrant is completed, the guarantee will automatically become invalid.
Note 2: “Nantong Baichuan” refers to “Nantong Baichuan new materials Co., Ltd.”, “Ningxia Baichuan technology” refers to “Ningxia Baichuan Technology Co., Ltd.”, “Haiji new energy” refers to “Jiangsu Haiji new energy Co., Ltd.”, “Rugao Baichuan” refers to “Rugao Baichuan chemical materials Co., Ltd.”, “Ningxia Baichuan new materials” refers to “Ningxia Baichuan new materials Co., Ltd.”, “Jiangsu Haizhong” refers to “Jiangsu Haizhong New Energy Technology Co., Ltd.” and “Jiangsu Haiji” refers to “Jiangsu Haiji new energy Co., Ltd.”. Nantong Baichuan, Ningxia Baichuan technology and Haiji new energy are the subsidiaries of the company, Rugao Baichuan and Ningxia Baichuan new materials are the subsidiaries and grandchildren of Nantong Baichuan, and Jiangsu Haizhong and Jiangsu Haiji are the subsidiaries and grandchildren of Haiji new energy.
Note 3: the data in the table are reserved to two decimal places. There is a tail difference between the sum of individual data and the total number of relevant data, which is caused by rounding during data calculation.
3、 Basic information of the guaranteed
Nantong Baichuan, Ningxia Baichuan technology, Haiji new energy, Rugao Baichuan and Ningxia Baichuan new materials are all subsidiaries and subsidiaries within the scope of the company’s consolidated statements. The basic information is as follows:
1. Nantong Baichuan
Unified social credit Code: 913206827986239190
Name: Nantong Baichuan New Material Co., Ltd
Type: limited liability company (sole proprietorship of legal person)
Address: No. 6, Xiangjiang Road, Changjiang town (Rugao port area), Rugao City
Legal representative: Jiang Guoqiang
Registered capital: 120 million yuan only
Date of establishment: February 9, 2007
Business term: February 9, 2007 to February 8, 2027
Business scope: licensed items: production of hazardous chemicals; Operation of hazardous chemicals; Import and export of toxic chemicals; Import and export of goods; Technology import and export; Import and export agency; Road cargo transportation (excluding dangerous goods); Road cargo transportation (including dangerous goods) (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)
General items: production of chemical products (excluding licensed chemical products); Sales of chemical products (excluding licensed chemical products); Manufacturing of synthetic materials (excluding hazardous chemicals); Sales of synthetic materials; Manufacturing of special chemical products (excluding hazardous chemicals); Sales of special chemical products (excluding hazardous chemicals); Research and development of new material technology; Research and development of special electronic materials (except for projects subject to approval according to law, carry out business activities independently according to law with business license)
Property right relationship with the guarantor: the guarantor is a wholly-owned subsidiary of the company, and the company owns 100% equity of Nantong Baichuan.
Unit: Yuan
December 31, 2021 (audited) December 31, 2020 (audited)
Total assets 327518732977270975319525
Total liabilities 140079946069149909377325
Net assets 187438786908121065942200
Project from January to December 2021 (audited) from January to December 2020 (audited)
Operating income 264199923885126917120172
Total profit 303907213281535977180
Net profit 273728447081466302093
Nantong Baichuan is in good credit condition and does not belong to the person subject to execution for dishonesty.
2. Ningxia Baichuan science and technology
Unified social credit Code: 91641200ma770ubr9t
Name: Ningxia Baichuan Technology Co., Ltd
Type: other limited liability companies
Address: South of Dunhou Road, north of Yanghe Road, east of Mingyue road and west of Shengyuan Road, coal chemical industry park of Ningdong base
Legal representative: Jiang Guoqiang
Registered capital: 700 million yuan only
Date of establishment: December 25, 2018
Business term: / long term
Business scope: technical research, production and sales of nano materials, new chemical materials, electronic grade chemical industrial materials and chemical products (excluding dangerous chemicals and easy to make drugs); Sales of chemical raw materials (excluding dangerous chemicals and easily made drugs); Self support and agency of import and export business of various commodities and technologies. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Property right relationship with the guarantor: the guarantor is a subsidiary of the company, and the company owns 71.43% equity of Ningxia Baichuan technology. The main financial indicators of Ningxia Baichuan technology in recent two years are as follows:
Unit: Yuan
December 31, 2021 (audited) December 31, 2020 (audited)
Total assets 15018852026952678109582
Total liabilities 11716105045132664702890
Net assets 3302746981820013406692
Project from January to December 2021 (audited) from January to December 2020 (audited)
Operating income —
Total profit 1875483419036326
Net profit 1406312614567429
Ningxia Baichuan science and technology is in good credit condition and does not belong to the dishonest executee.
3. Sea based new energy
Unified social credit Code: 91320200ma1mj6hfxa
Name: Jiangsu Haiji new energy Co., Ltd
Type: joint stock limited company (unlisted, natural person investment or holding)
Address: No. 55, Jianshe Road, Yunting street, Jiangyin City
Legal representative: Yu Feng
Registered capital: 950 million yuan only
Date of establishment: April 19, 2016
Business term: April 19, 2016 to
Business scope of power transmission and automation system technology development and intelligent power distribution system; Technical development, manufacturing and sales of batteries, lithium batteries and battery packs; Distributed photovoltaic power generation; Contract energy management; Use its own funds to invest in the power industry; Self operated and acting as an agent for the import and export of various commodities and technologies (except for the commodities and technologies restricted or prohibited by the state). (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Property right relationship with the guarantor: the guaranteed is a subsidiary within the consolidated statement scope of the company. The direct shareholding ratio of the company is 31.58%, the indirect shareholding ratio is 1.74%, and the total shareholding ratio is 33.32%.
The main financial indicators of Haiji new energy (consolidated financial statements) in recent two years are as follows:
Unit: Yuan
Audited on December 31, 2020
