Changjiang Jinggong steel structure (Group) Co., Ltd
Stock abbreviation: Changjiang & Jinggong Steel Building(Group)Co.Ltd(600496) Stock Code: Changjiang & Jinggong Steel Building(Group)Co.Ltd(600496) No.: lin2022010 Changjiang Jinggong steel structure (Group) Co., Ltd
Announcement on providing financing guarantee for controlled enterprises
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Important content tips:
● name of the guaranteed company: Meijian construction systems (China) Co., Ltd. (hereinafter referred to as “Meijian construction”)
● whether there is counter guarantee this time: None
● the amount of this guarantee and the balance of the guarantee actually provided for it: the amount of guarantee provided for Meijian construction, the controlled enterprise, is 300 million yuan (including 200 million yuan of renewal). As of March 3, 2022, the company has actually guaranteed 291.37 million yuan for Meijian construction.
● cumulative overdue amount of external guarantee: the company has no external overdue guarantee
1、 Overview of guarantee
Due to the needs of the controlled enterprise Meijian construction, the company plans to provide the maximum guarantee for its financing in Bank Of Beijing Co.Ltd(601169) Shanghai Branch, with the guarantee amount not exceeding 300 million yuan (including 200 million yuan for renewal).
According to the articles of association and other relevant provisions, the above guarantee does not need to be submitted to the general meeting of shareholders for deliberation after being deliberated and approved by the board of directors.
2、 Basic information of the guaranteed company
Meijian construction systems (China) Co., Ltd., registered at 2676 Bao’an highway, Jiading District, Shanghai, legal representative: Che Songyan, registered capital: US $25 million, mainly engaged in the design and manufacture of steel structure construction products, steel structure engineering equipment and related auxiliary products, and the sales of self-produced products; Steel structure engineering design, engage in steel structure engineering construction in the form of professional contracting of construction engineering construction, and provide the above-mentioned relevant engineering consulting, etc. Up to now, the company holds (including indirect) 100% of its equity. As of September 30, 2021,
Changjiang Jinggong steel structure (Group) Co., Ltd
The total assets are 1733220700 yuan and the net assets are 659226200 yuan (the above data are Unaudited).
3、 Main contents of guarantee
1. Guarantor: Changjiang Jinggong steel structure (Group) Co., Ltd
2. Guaranteed by: Meijian construction systems (China) Co., Ltd
3. Debtor: Bank Of Beijing Co.Ltd(601169) Shanghai Branch
4. Guarantee method: including but not limited to guarantee, etc. The main financing methods of this time are Bank of China guarantee, construction bank acceptance, etc.
5. Guarantee period: 3 years.
6. Guarantee amount: 300 million yuan.
7. Others: the signing of specific guarantee agreement and the confirmation of guarantee form shall be implemented by the company’s management authorized by the company’s board of directors.
4、 Opinions of the board of directors
The board of Directors believes that this guarantee is conducive to the sustainable and healthy development of the production and operation of the enterprise and is in line with the overall interests of the company. The board of directors agreed to the above guarantee.
5、 Opinions of independent directors
The independent directors of the company expressed their independent opinions as follows: they agreed that the company should provide guarantee for the financing of Meijian construction according to the capital needs of its controlled enterprises. This guarantee is to meet the daily operation and business development needs of Meijian construction, meet the overall operation and development needs of the company, and there is no major risk or damage to the interests of the company and shareholders, especially small and medium-sized shareholders. The deliberation and decision-making procedures of this guarantee comply with the requirements of the company law, the articles of association and other relevant laws, regulations and normative documents, and the information is fully disclosed.
6、 Accumulated external guarantees and overdue guarantees
As of March 3, 2022, the company’s actual external financing guarantee amount has accumulated to 271362 million yuan, including 195 million yuan for affiliated companies (the affiliated guarantee has been deliberated and approved by the company’s first extraordinary general meeting in 2018). In addition to the new guarantee of 100 million yuan considered by the board of directors this time (the guarantee of 300 million yuan considered by the board of directors this time, including the renewal of 200 million yuan), the total amount of external financing guarantee of the company is 281.62 million yuan, accounting for 41.22% of the latest audited net assets of the company. There is no overdue guarantee. 7、 Directory of documents for future reference
1. Resolutions of the second extraordinary meeting of the eighth board of directors in 2022;
Changjiang Jinggong steel structure (Group) Co., Ltd
2. Opinions of independent directors;
3. A copy of the business license of the guaranteed;
It is hereby announced.
Board of directors of Changjiang Jinggong steel structure (Group) Co., Ltd. March 4, 2022