Securities code: Harbin Jiuzhou Group Co.Ltd(300040) securities abbreviation: Harbin Jiuzhou Group Co.Ltd(300040) Announcement No.: 2022020
Bond Code: 123089 bond abbreviation: jiuzhouzhuan 2
Harbin Jiuzhou Group Co.Ltd(300040)
About the application for bank loan by Tailai Jiuzhou Windsun Science Technology Co.Ltd(688663) volt power generation Co., Ltd
Announcement of providing guarantee for it
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.
Special risk tips
As of the date of this announcement, Harbin Jiuzhou Group Co.Ltd(300040) (hereinafter referred to as the “company”, “joint stock company” or ” Harbin Jiuzhou Group Co.Ltd(300040) “) and its holding subsidiaries have actually provided a total of 5434678200 yuan of guarantees, accounting for 230.97% of the latest audited net assets, of which the total amount of guarantees actually provided to units outside the consolidated statements is 1915416700 yuan, accounting for 81.41% of the latest audited net assets, Please pay attention to the guarantee risk.
1、 Overview of guarantee
Harbin Jiuzhou Group Co.Ltd(300040) agrees that Tailai Jiuzhou Windsun Science Technology Co.Ltd(688663) volt power generation Co., Ltd. (hereinafter referred to as ” Windsun Science Technology Co.Ltd(688663) volt”) applies to Industrial Bank Co.Ltd(601166) Harbin branch for a credit line with a total line of 283 million yuan, valid for one year, for the 100MW affordable on Grid photovoltaic power generation project of Tailai Jiuzhou electric. It is agreed that Harbin Jiuzhou Group Co.Ltd(300040) shall provide joint and several liability guarantee for the repayment of the loan principal, interest, default interest, compound interest, liquidated damages, damages and expenses for realizing creditor’s rights under the loan contract. The guarantee period shall be subject to the maximum guarantee contract signed by the bank.
On February 28, 2022, the company held the 25th meeting of the 7th board of directors, deliberated and approved the proposal on applying for bank loans and providing guarantees for Tailai Jiuzhou Windsun Science Technology Co.Ltd(688663) volt power generation Co., Ltd. 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 GEM listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies and other laws and regulations, as well as the provisions of the articles of association, This external guarantee needs to be submitted to the general meeting of shareholders for deliberation and approval.
The board of directors of the company authorizes chairman Li Yin or the authorized agent designated by the chairman to handle relevant businesses within the guaranteed credit line, handle relevant procedures and sign relevant legal documents on behalf of the company. The validity period of this authorization shall not exceed one year from the date of deliberation and approval by the board of directors.
2、 Estimated guarantee amount
The proportion of the guaranteed amount of the guaranteed party in the shareholding ratio of the guarantor of the guaranteed party of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the guarantor of the latest period up to now, the newly added guarantee amount of the guarantee balance of the most related assets and liabilities of the listed company Production ratio
Harbin Jiuzhou Group Co.Ltd(300040) Windsun Science Technology Co.Ltd(688663) volt 100% 77.26% RMB 5.435 billion RMB 283 million RMB 12.03% no
3、 Basic information of the guaranteed
1. Industrial and commercial conditions of the guaranteed
Name: Tailai Jiuzhou Windsun Science Technology Co.Ltd(688663) volt power generation Co., Ltd
Registration No.: 91230224ma1bldqd0l
Address: No. 643, Jianshe Road, Tailai County (507 office, bureau of industry, information technology and Science)
Legal representative: Xing Xiaoyan
Registered capital: 76 million yuan
Company type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Business scope: new energy investment, construction and operation; Investment, construction and operation of photovoltaic power plants and wind power plants; Survey, design and construction of power plant; Complete installation of photovoltaic modules in photovoltaic field and installation, commissioning and maintenance of wind turbine components; Relevant technical consultation and training.
Date of establishment: May 24, 2019
2. Shareholders of the guaranteed
Harbin Jiuzhou Group Co.Ltd(300040) wholly owned subsidiary Tailai Jiuzhou Lixin photovoltaic power generation Co., Ltd. holds 100% equity of Tailai Jiuzhou Windsun Science Technology Co.Ltd(688663) volt power generation Co., Ltd.
3. Financial indicators of the guarantor in the latest year:
Unit: Yuan
January 31, 2022 December 31, 2021 project
(Unaudited)
Total assets 3768279748038134698094
Total liabilities 2911252696229718893387
Total owner’s equity 85702705188415804707
Project January 2022 January December 2021 (Unaudited) (Unaudited)
Operating income 4731912223733541924
Total profit 154465811821951127
Net profit 154465811821951127
Note: the financial data of January 2021 and 2022 are unaudited
4、 Main contents of the guarantee agreement
The company intends to provide joint and several liability guarantee for Windsun Science Technology Co.Ltd(688663) volt to apply to the business department of Industrial Bank Co.Ltd(601166) Harbin branch for a loan with a principal amount of no more than 283 million yuan and the corresponding rent interest, default interest, liquidated damages and compensation.
The guarantee period is one year from the effective date of the independent contract.
5、 Opinions of the board of directors
The board of directors of the company believes that this guarantee is mainly the financing funds restored by Windsun Science Technology Co.Ltd(688663) volt repayment. It is estimated that the cash inflow of Windsun Science Technology Co.Ltd(688663) volts can cover the principal and interest of bank loans, and the financial risk is controllable. The above proposal was adopted at the 25th meeting of the seventh board of directors with 9 affirmative votes, 0 negative votes and 0 abstention votes.
6、 Opinions of the board of supervisors
The board of supervisors of the company believes that this guarantee is mainly the financing funds restored by Windsun Science Technology Co.Ltd(688663) volt repayment, which does not damage the rights and interests of the company and minority shareholders. The 22nd Meeting of the 7th board of supervisors of the company adopted the above proposal with 3 affirmative votes, 0 negative votes and 0 abstention votes.
7、 Opinions of independent directors
The guarantee provided by the company for Windsun Science Technology Co.Ltd(688663) volt is conducive to optimizing Windsun Science Technology Co.Ltd(688663) volt debt structure, improving capital turnover efficiency, and will not damage the rights and interests of the company and minority shareholders. The income of power related products can cover the interest and principal of the project loan, and the financial risk is controllable. This guarantee has gone through the necessary approval procedures and complies with the company law, the Listing Rules of Shenzhen Stock Exchange gem and other relevant laws and regulations, normative documents, the articles of association and the rules of procedure of independent directors. Therefore, we unanimously agree that the company will provide guarantee for Windsun Science Technology Co.Ltd(688663) V and submit it to the general meeting of shareholders for deliberation.
8、 The company’s accumulated external guarantee quantity and overdue guarantee quantity
After the guarantee is provided this time, Harbin Jiuzhou Group Co.Ltd(300040) and its holding subsidiaries actually provided a total of 54523657 million yuan of guarantee, accounting for 231.73% of the latest audited net assets, of which 19154167 million yuan of guarantee was actually provided to units outside the consolidated statements, accounting for 81.41% of the latest audited net assets. The company and its holding subsidiaries have no overdue guarantee, no guarantee involving litigation, and no loss due to the judgment of losing the guarantee.
9、 Documents for future reference
1. Harbin Jiuzhou Group Co.Ltd(300040) the resolution of the 25th meeting of the seventh board of directors;
2. Harbin Jiuzhou Group Co.Ltd(300040) the resolution of the 22nd Meeting of the 7th board of supervisors;
3. Independent opinions of independent directors on matters related to the 25th meeting of the seventh board of directors.
It is hereby announced!
Harbin Jiuzhou Group Co.Ltd(300040) board of directors
February 28, 2002
