Zhongtian Guofu Securities Co., Ltd
About Tangrenshen Group Co.Ltd(002567)
Verification opinions on entrusted loans provided by Hunan Danong Financing Guarantee Co., Ltd
Zhongtian Guofu Securities Co., Ltd. (hereinafter referred to as “Zhongtian Guofu securities” or “recommendation institution”) as a recommendation institution for continuous supervision of Tangrenshen Group Co.Ltd(002567) (hereinafter referred to as ” Tangrenshen Group Co.Ltd(002567) ” or “company”) non-public offering of shares, in accordance with the administrative measures for securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange According to the guidelines for information disclosure of listed companies of Shenzhen Stock Exchange No. 6 – recommendation business, the guidelines for standardized operation of listed companies of Shenzhen Stock Exchange (revised in 2020) and other relevant provisions, the Tangrenshen Group Co.Ltd(002567) matters concerning entrusted loans provided by Hunan Danong Financing Guarantee Co., Ltd. are carefully verified, and the verification opinions are as follows:
1、 Overview of entrusted loans
(i) Main contents of the entrusted loan
1. Entrusted loan objects: farmers of the company and its subsidiaries at all levels (pigs, poultry, aquatic products, etc.), distributors and raw material suppliers in the whole pig industry chain;
2. Entrusted loan limit: the maximum limit of entrusted loan is 60 million yuan, within which the funds can be recycled;
3. Term of entrusted loan: from January 1, 2022 to December 31, 2022;
4. Source of funds: self owned funds;
5. Interest rate and interest: the interest of Danong guarantee is calculated by floating the interest rate on the basis of the loan interest rate of the bank in the same period; 6. Principal repayment: one-time repayment of the loan;
7. Repayment guarantee: the entrusted loan object shall provide guarantee to the large farmers with its family housing, pig farm, poultry house and other breeding facilities, land use right, live pigs, poultry or aquatic products, production equipment and other properties; 8. The purpose of the entrusted loan: it is used for the company and its subsidiaries at all levels (pig, poultry, aquatic products, etc.), dealers and raw material suppliers in the whole pig industry chain to purchase the company’s feed, meat products and other products; 9. Danong guarantee will sign a specific entrusted loan agreement with commercial banks and entrusted loan objects according to the entrusted loan.
2、 Basic information of funded objects
1. The funded objects are farmers of the company and its subsidiaries at all levels (pigs, poultry, aquatic products, etc.), dealers and raw material suppliers in the whole pig industry chain.
2. The above entrusted loan objects are not associated with the company.
3、 Decision making procedures for performance
(i) Deliberations of the board of directors
On December 14, 2021, the company held the 44th meeting of the 8th board of directors, deliberated and adopted the proposal on external entrusted loans provided by Hunan Danong Financing Guarantee Co., Ltd, It is agreed that Hunan Danong Financing Guarantee Co., Ltd. (hereinafter referred to as “Danong guarantee”), a wholly-owned subsidiary of the company, entrusts commercial banks to be farmers of the company and its subsidiaries at all levels with its own funds on the premise of ensuring that normal production and operation will not be affected Dealers and raw material suppliers in the whole industrial chain of pigs (pigs, poultry, aquatic products, etc.) and live pigs provide loans of no more than 60 million yuan. Within the above amount, Dannong guarantee can be operated on a rolling basis within the maximum amount approved by the board of directors. The purpose of this entrusted loan is to entrust commercial banks to serve the company with their own funds on the premise of ensuring that normal production and operation will not be affected And subsidiary farmers at all levels (pigs, poultry, aquatic products, etc.), dealers and raw material suppliers in the whole pig industry chain to provide loans to solve their direct capital needs.
The entrusted loan object provides guarantee to large farmers with its family housing, pig farm, poultry house and other breeding facilities, land use right, livestock pigs, poultry or aquatic products, production equipment and other properties, which can reduce the risk of default and control the project risk.
The board of directors of the company believes that this entrusted loan is to improve the use efficiency and income of idle self owned funds, with clear purpose and good guarantee for the safety of principal. The entrusted loan behavior complies with the provisions of relevant laws and regulations, does not harm the interests of the company and all shareholders, and the decision-making procedure is legal and effective.
The matter still needs to be submitted to the general meeting of shareholders of the company for deliberation.
（2） Opinions of independent directors
The independent directors believe that Hunan Danong Financing Guarantee Co., Ltd. is a farmer of the company and its subsidiaries at all levels (pigs, poultry, aquatic products, etc.), dealers and raw material suppliers in the whole pig industry chain provide entrusted loans, which can effectively solve the direct capital needs of dealers, farmers and raw material suppliers in the whole pig industry chain of the company, consolidate and implement the layout of the whole pig industry chain of the company, improve the use efficiency of idle self owned funds and increase the cost under the premise of controllable risk Income from self owned funds will not adversely affect the company’s production and operation; The company’s decisions comply with the provisions of relevant laws, regulations and the articles of association, and there is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders. Based on the above opinions, we agree with the proposal on external entrusted loans provided by Hunan Danong Financing Guarantee Co., Ltd.
4、 Verification opinions of the recommendation institution
After verification, The sponsor believes that Hunan Danong Financing Guarantee Co., Ltd. is a farmer of the company and its subsidiaries at all levels (pigs, poultry, aquatic products, etc.), dealers and raw material suppliers in the whole pig industry chain provide entrusted loans, which can effectively solve the direct capital needs of dealers, farmers and raw material suppliers in the whole pig industry chain of the company, consolidate and implement the layout of the whole pig industry chain of the company, improve the use efficiency of idle self owned funds and increase the cost under the premise of controllable risk Income from self owned funds will not adversely affect the company’s production and operation; The company’s decision complies with the provisions of relevant laws, regulations and the articles of association, and there is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders. The transaction has been deliberated and approved by the board of directors and needs to be submitted to the general meeting of shareholders for deliberation. The independent directors have expressed their consent, and the relevant deliberation procedures are legal and compliant.
To sum up, the sponsor has no objection to the entrusted loan provided by Hunan Danong Financing Guarantee Co., Ltd.
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(there is no text on this page, which is the signature and seal page of Zhongtian Guofu Securities Co., Ltd. Tangrenshen Group Co.Ltd(002567) verification opinions on the external entrusted loan provided by Hunan Danong Financing Guarantee Co., Ltd.)
Signature of sponsor representative:
Zhang Jin Xiang Jun
Zhongtian Guofu Securities Co., Ltd. mm / DD / 2021
