Securities code: Guochuang Software Co.Ltd(300520) securities abbreviation: Guochuang Software Co.Ltd(300520) Announcement No.: 202214 Guochuang Software Co.Ltd(300520)
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
Guochuang Software Co.Ltd(300520) (hereinafter referred to as "the company") held the 22nd Meeting of the third board of directors and the 2020 annual general meeting of shareholders on April 18, 2021 and May 11, 2021 respectively, and deliberated and adopted the proposal on providing guarantee limit for subsidiaries in 2021, It is agreed that the company will provide guarantee for the subsidiary's application for comprehensive bank credit from business related parties in 2021 (including but not limited to handling working capital loan, project loan, acceptance bill, letter of credit, letter of guarantee, bill discount, factoring, export documentary bill, foreign exchange forward settlement and sales, derivatives and other related businesses) and daily business needs, The guarantee amount shall not exceed RMB 1 million; The 24th Meeting of the third board of directors and the second extraordinary general meeting of shareholders in 2021 were held on August 8, 2021 and August 25, 2021, and the proposal on adjusting the guarantee amount for subordinate companies in 2021 was considered and adopted, It is agreed that the company will adjust the guarantee amount provided to its subsidiaries within the guarantee amount approved by the 2020 annual general meeting of shareholders (no more than RMB 1 million). For details of the above, please refer to the company's website (www.cn. Info. Com. CN.) on April 20, 2021 and August 10, 2021 respectively Relevant announcements of disclosure.
2、 Guarantee progress
Recently, the company and China Citic Bank Corporation Limited(601998) Hefei Branch signed the maximum amount guarantee contract to provide continuous liability guarantee for the creditor's rights actually formed by the wholly-owned subsidiary Guochuang Software Co.Ltd(300520) Xinneng Technology Co., Ltd. in handling relevant businesses within the validity period of the guarantee limit agreed in the maximum amount guarantee contract, with the maximum guarantee amount of 60 million yuan; The company signed the maximum guarantee contract with Industrial Bank Co.Ltd(601166) Hefei Branch to provide joint and several liability guarantee for the debts incurred between the company's holding subsidiary Anhui Guochuang Software Co.Ltd(300520) Huilian Transport Supply Chain Management Co., Ltd. and the bank within a certain period of time, with the maximum guarantee amount of RMB 48 million. The above guarantee is within the scope of the guarantee matters that have been deliberated and approved, and the guarantee amount is within the scope of the guarantee amount provided by the company for the above subordinate companies, so it is not necessary to submit it to the board of directors and the general meeting of shareholders for deliberation again. After the signing of the above contract, the company will provide guarantee for its subsidiaries in 2021, and the remaining authorized amount is 391 million yuan. Up to now, the company has provided guarantee for its subsidiaries with a balance of 371.75 million yuan.
3、 Main contents of the guarantee agreement
(I) main contents of the maximum guarantee contract with China Citic Bank Corporation Limited(601998) Hefei Branch 1. Creditor: China Citic Bank Corporation Limited(601998) Hefei Branch
2. Guarantor: Guochuang Software Co.Ltd(300520)
3. Debtor: Guochuang Software Co.Ltd(300520) Xinneng Technology Co., Ltd
4. Maximum amount of secured creditor's rights: RMB 60 million
5. Guarantee mode: joint and several liability guarantee
6. Guarantee scope: the main creditor's rights under the main contract, interest, default interest, compound interest, liquidated damages, debt interest during the period of delayed performance, liquidated damages, expenses for realizing the creditor's rights (including but not limited to legal fees, arbitration fees, lawyer's fees, travel expenses, evaluation fees, transfer fees, preservation fees, announcement fees, execution fees, etc.) and all other payable expenses.
7. Guarantee period: (1) three years from the date of expiration of the debt performance period under the main contract, that is, three years from the date of expiration of the debt performance period agreed by the debtor in accordance with the specific business contract. The guarantee period under each specific business contract shall be calculated separately. (2) The time limit for the debtor of the main contract to perform its obligations shall be subject to the provisions of the main contract. However, in accordance with the provisions of laws, regulations and rules, or in accordance with the agreement of the main contract or the consensus of both parties to the main contract, the main contract debt expires in advance, or the two parties to the main contract agree to extend the debt performance period and obtain the consent of the guarantor, the early maturity date or extended maturity date of the main contract debt shall be the expiration date of the debt performance period. If the main contract stipulates that the debtor shall pay off the debt in installments, the date when the last debt is due is the date when the performance period of the main contract debt expires.
(II) main contents of the maximum guarantee contract with Industrial Bank Co.Ltd(601166) Hefei Branch 1. Creditor: Industrial Bank Co.Ltd(601166) Hefei Branch
2. Guarantor: Guochuang Software Co.Ltd(300520)
3. Debtor: Anhui Guochuang Software Co.Ltd(300520) Huilian transportation supply chain management Co., Ltd
4. Maximum amount of secured creditor's rights: RMB 48 million
5. Guarantee mode: joint and several liability guarantee
6. Guarantee scope: all creditor's rights against the debtor arising from the creditor's provision of various loans, financing, guarantees and other on balance sheet and off balance sheet financial businesses for the debtor in accordance with the master contract, including but not limited to creditor's rights principal, interest (including penalty interest and compound interest), liquidated damages, damages, expenses for the creditor to realize the creditor's rights, etc.
7. Guarantee period: calculated separately according to each financing provided by the creditor to the debtor under the main contract. For each financing, the guarantee period is three years from the date of expiration of the debt performance period under the financing.
4、 Accumulated external guarantees and overdue guarantees
As of the disclosure date of this announcement, the actual external guarantee balance of the company is 371.75 million yuan, all of which are guarantees for subordinate companies, accounting for 28.09% of the company's latest audited net assets. The company and its subordinate companies have no overdue external guarantees, guarantees involving litigation and losses due to the judgment of losing the guarantee.
5、 Documents for future reference
1. The maximum guarantee contract signed by the company and China Citic Bank Corporation Limited(601998) Hefei Branch; 2. The maximum guarantee contract signed by the company and Industrial Bank Co.Ltd(601166) Hefei Branch. It is hereby announced.
Guochuang Software Co.Ltd(300520) board of directors March 2, 2022
