Securities code: 300567 securities abbreviation: Wuhan Jingce Electronic Group Co.Ltd(300567) Announcement No.: 2021-126 Wuhan Jingce Electronic Group Co.Ltd(300567)
Announcement on providing guarantee for subsidiaries to apply for credit line from banks
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
Wuhan Jingce Electronic Group Co.Ltd(300567) (hereinafter referred to as “the company”) convened the 39th meeting of the third board of directors on December 22, 2021, deliberated and adopted the proposal on providing guarantee for subsidiaries’ application for credit line from banks, with the specific contents as follows:
In order to ensure the normal production and operation of the holding subsidiary Shanghai Precision Measurement Semiconductor Technology Co., Ltd. (hereinafter referred to as “Shanghai Precision Measurement”) and broaden capital channels, the company Shanghai Qingpu sub branch applies for comprehensive credit and provides guarantee, with the total amount of guarantee not exceeding 50 million yuan. The specific contents shall be subject to the contract. The specific matters within the guarantee limit are authorized to be determined and implemented by Mr. Peng Qian, chairman of the board. According to the relevant provisions of Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange GEM listed companies’ standardized operation guidelines and Wuhan Jingce Electronic Group Co.Ltd(300567) articles of association, it is not necessary to submit it to the general meeting of shareholders for deliberation.
2、 Basic information of the guaranteed
Company name: Shanghai Precision Measurement Semiconductor Technology Co., Ltd
Date of establishment: July 3, 2018
Registered capital: 136941666600 yuan
Registered address: floors 1 and 3, building 1, No. 269 and 299, shuangbang Road, Xujing Town, Qingpu District, Shanghai
Legal representative: Peng Qian
Business scope: technical services, technology transfer, technical consultation and technology development in the field of semiconductor, computer, display screen, photovoltaic, lithium battery, new energy, testing equipment and testing equipment, installation and maintenance of production testing equipment, testing equipment, mechanical equipment, chip design, panel design, computer software and hardware development, Engage in the import and export business of goods and technology, and sell self-produced products. [for projects subject to approval according to law, business activities can be carried out only with the approval of relevant departments]
Composition of shareholders:
No. shareholder name subscribed capital contribution shareholding ratio (10000 yuan)
1 Wuhan Jingce Electronic Group Co.Ltd(300567) 91941.666670. 7905%
2. Shanghai Jingyuan management consulting partnership (limited partnership) 100007.3024%
3. National integrated circuit industry investment fund Co., Ltd. 100007.3024%
4 Wuhan Keyi enterprise management consulting partnership (limited partnership 75005.4768%)
5 Shanghai Qingpu Investment Co., Ltd. 50003.6512%
6 Shanghai semiconductor equipment and materials industry investment fund partnership 50003.6512% (limited partnership)
7 Peng Qian 25001.8256%
8 Liu Ruilin 25001.8256%
9 Ma Jun 25001.8256%
Total 136941.6666100 00%
Relationship with the company: it is the holding subsidiary of the company
Main financial data of Shanghai Precision Measurement in the latest year and the first period:
Unit: RMB
Main financial indicators financial data in 2020 and financial data in the half year of 2021
Total assets 856814168.231630212507.28
Total liabilities 559395836.38508782628.64
Asset liability ratio 65.29% 31.21%
Operating income 64755322.4247763091.24
Net profit -98019044.57-64338453.21
3、 Main contents of guarantee
In order to ensure the normal production and operation of the holding subsidiary Shanghai Precision Measurement and broaden the fund channels, the company provides guarantee for Shanghai Precision Measurement to apply for comprehensive credit from China Citic Bank Corporation Limited(601998) Shanghai Qingpu sub branch, with the total guarantee not exceeding 50 million yuan, and the specific contents shall be subject to the contract.
4、 Opinions of independent directors
After review, the independent directors believe that as a subsidiary within the scope of the consolidated statements, Shanghai precision measurement has excellent assets, the company has absolute control over it, the financial risk is within the scope that the company can effectively control, the loan is mainly needed for its production and operation, and the company’s guarantee will not damage the interests of the company, There is no situation that damages the legitimate rights and interests of the company and shareholders, especially minority shareholders. The above guarantee matters comply with the relevant provisions of the CSRC and Shenzhen Stock Exchange, and its decision-making procedures are legal and effective. Therefore, we unanimously agree to the proposal on providing guarantee for subsidiaries to apply for credit line from banks.
5、 Accumulated external guarantees and overdue guarantees
As of the date of this announcement, all external guarantees of the company are limited to those included in the consolidated financial statements of the company, and the guarantee method is joint and several guarantee liability guarantee; The actual total amount of external guarantee within the validity period of the company is 465.9797 million yuan (excluding the guarantee of subsidiaries to the company), accounting for 26.60% of the company’s net assets as of December 31, 2020. The company has no overdue external guarantee.
6、 Documents for future reference
1. Resolution of the Wuhan Jingce Electronic Group Co.Ltd(300567) 39th meeting of the third board of directors;
2. Independent opinions of Wuhan Jingce Electronic Group Co.Ltd(300567) independent directors on matters related to the 39th meeting of the third board of directors.
It is hereby announced.
Wuhan Jingce Electronic Group Co.Ltd(300567) board of directors December 22, 2021
