Securities code: Gifore Agricultural Science & Technology Service Co.Ltd(300022)
Announcement on increasing the expected amount of guarantee in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and are liable for false records, misleading statements or major omissions in the announcement.
1、 Overview of guarantee
1. Gifore Agricultural Science & Technology Service Co.Ltd(300022) (hereinafter referred to as "the company") disclosed the announcement on the prediction of guarantee amount in 2022 (Announcement No.: 2022005) on January 29, 2022. Due to the needs of the operation and development of subsidiaries, some subsidiaries added bank financing and supplier credit support, which needed the guarantee of the company or its subsidiaries, Based on the previously estimated guarantee amount of 450 million yuan in 2022, the company increased part of the guarantee amount, mainly in the following two cases:
(1) If a subsidiary applies for financing in a local bank due to business needs, it needs to be guaranteed by the company or its subsidiaries;
(2) Subsidiaries apply for credit support from upstream suppliers due to business needs. For products purchased by upstream suppliers who sell products on credit or require subsidiaries to pay a certain proportion of funds, the company or its subsidiaries provide guarantee for the credit support part of subsidiaries to upstream suppliers;
The 19th meeting of the 5th board of directors held on March 4, 2022 passed the proposal on increasing the expected amount of guarantee in 2022. It is estimated that the increased amount of the above types of external guarantees in 2022 will be RMB 80 million, excluding the previously approved guarantees that are still valid. The validity period of the above guarantee limit is within 12 months from the date of deliberation and approval of this proposal at the second extraordinary general meeting of shareholders in 2022. All guarantees occurring within the above validity period are within the scope of this approval. The validity period of the guarantee is within 12 months from the date of occurrence. When the guarantee occurs, the management of the company is authorized to sign relevant agreements and legal instruments. 2. In accordance with the notice on regulating the external guarantee behavior of listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of GEM listed companies and other laws, regulations and normative documents, as well as the provisions of the articles of Association
The guarantee matters need to be submitted to the general meeting of shareholders of the company for deliberation and approval. This event does not constitute a connected transaction.
2、 Adjustment of guarantee amount
On January 29, 2022, the company disclosed the announcement on the prediction of the guarantee amount in 2022 (the public notice)
Report No.: 2022005), and the guarantee amount is expected to be 450 million yuan in 2022. Authorized management of the company's general meeting of shareholders
On the premise that it has previously approved and is expected to be within the guarantee limit for subsidiaries, the management combines the scope of consolidated statements
According to the financing and credit conditions of subsidiaries at all levels, the guaranteed subsidiaries and their guarantee lines are specifically adjusted, which is expected in the previous report
On the basis of the guarantee amount, the company adjusted the guarantee amount of the guaranteed subsidiaries within the scope of the consolidated statements as follows:
Unit: 10000 yuan
Guarantee amount before adjustment and guarantee company or controlling company after adjustment
Guarantor guaranteed amount guaranteed balance share subsidiary
Shareholding ratio
Chengdu kaimao Sannong Agricultural Machinery Co., Ltd. 1000 - 100%
Ningxia Jifeng Tongde Agricultural Machinery Automobile Trading Co., Ltd. 700 -- 92%
Company or control Ningxia Jikang Agricultural Equipment Co., Ltd. 600-92%
Subsidiary Wuzhong Jifeng Wanshengda Agricultural Machinery Automobile Co., Ltd. 300 - 51%
Gansu Hexi Jifeng Agricultural Machinery Co., Ltd. 180059.58%
Xinjiang Jifeng tianxinguo Trading Co., Ltd. 400060.24%
Sichuan Jifeng Automobile Trading Co., Ltd. 4 Tcl Technology Group Corporation(000100) %
Holding Changchun Yuchun Machinery Co., Ltd. - 300 - 80%
Subsidiary Yulin Jifeng Tongde Agricultural Machinery Co., Ltd. - 1000 - 60%
Consolidated 1240012400 9800-
3、 New external guarantee amount
According to the company's development strategy and capital budget in 2022, the company (including holding subsidiaries) plans to
Within the validity period of the external guarantee limit, the company will provide new contractual assistance to wholly-owned subsidiaries, holding subsidiaries and their subordinate holding companies
A guarantee amount of 90 million yuan. Among them, it refers to the increase of guarantee objects with asset liability ratio greater than or equal to 70%
The amount of additional guarantee shall not exceed 50 million yuan, which shall be increased for the guarantee objects with asset liability ratio less than 70%
The insured amount shall not exceed RMB 40 million.
The new guarantees are as follows:
Up to now, whether the company or the guaranteed party holds the subsidiary liability ratio of the guarantee amount in the new 2022, whether the guarantee balance / increase in the expected amount accounts for the listed company, and whether it is held by the guaranteed party (the guarantee amount has been approved in the latest period) (the proportion of shares held by wansi's latest related party or the insurance amount in the latest year (10000 degrees (10000 yuan) ③ = the higher of the current net asset guarantor) ① yuan) ② + ① proportion
Company or Nanchong Jifeng agricultural equipment 100% - 60.02% - 30.58% no holding subsidiary Co., Ltd
Up to now, whether the company or the guaranteed party holds the subsidiary liability ratio of the guarantee amount in the new 2022, whether the guarantee balance / increase in the expected amount accounts for the listed company, and whether it is held by the guaranteed party (the guarantee amount has been approved in the latest period) (the proportion of shares held by wansi's latest related party or the insurance amount in the latest year (10000 degrees (10000 yuan) ③ = the higher of the current net asset guarantor) ① yuan) ② + ① proportion
Sichuan Jifeng junong 100% 93.03 Hwa Create Corporation(300045) .87% Noye Equipment Co., Ltd
Ningxia Jifeng tongdenong
Automobile Trading Co., Ltd. 92% 60.82% - 200030.58% no company
Sichuan Jifeng automobile trade 100% 79.01% 4 Tcl Technology Group Corporation(000100) 0 500076.46% no Yi Co., Ltd
Chengdu kaimao Sannong 100% 101.05% 1000200030.58% Noye Machinery Co., Ltd
Total -- 5 Xiandai Investment Co.Ltd(000900) 014000 ---
The board of directors requests the general meeting of shareholders to authorize the company's management to be responsible for specific responsibilities within the above guarantee limit
Organize the implementation and signing of relevant contracts and sublicense documents, and authorize the company's operation management according to the actual operation needs
It is necessary to appropriately adjust each subsidiary (including newly established or incorporated into the merger within the authorization period) within the scope of the total external guarantee limit
The company will perform the obligation of information disclosure for the adjustment.
After the new guarantee amount is added, the company's estimated external guarantee amount in 2022 is as follows:
Whether the guarantee amount of the company or 2022 accounts for
The estimated amount of shares held by the guarantor and the guaranteed is the most relevant to the listed company
Company holding (10000 yuan) net capital guarantee letter of execution in recent period
Share ratio (yuan) property ratio
Chengdu kaimao Sannong Agricultural Machinery Co., Ltd. 100% 200030.58% no
Ningxia Jifeng Tongde Agricultural Machinery Automobile Trading Co., Ltd. 92% 200030.58% no
Wuzhong Jifeng Wanshengda Agricultural Machinery Automobile Co., Ltd. 51% 300 4.59% no
Company or control Gansu Hexi Jifeng Agricultural Machinery Co., Ltd. 59.58% 180027.52% no
Xinjiang Jifeng tianxinguo Trading Co., Ltd., a subsidiary of the company, 60.24% 400061.16% no
Sichuan Jifeng Automobile Trading Co., Ltd. 100% 500076.46% no
Nanchong Jifeng Agricultural Equipment Co., Ltd. 100% 200030.58% no
Sichuan Jifeng junong Agricultural Equipment Co., Ltd. 100% Hwa Create Corporation(300045) .87% no
Changchun Yuchun Machinery Co., Ltd. 80% 300 4.59% no
The company holds 60% 100015.29% of Yulin Jifeng Tongde Agricultural Machinery Co., Ltd. no
Subsidiary Jiuquan Zhulong Machinery Manufacturing Co., Ltd-
