Securities code: 000615 securities abbreviation: Aoyuan Beauty Valley Technology Co.Ltd(000615) Announcement No.: 2021-136 Aoyuan Beauty Valley Technology Co.Ltd(000615)
Progress announcement on follow-up matters of major asset restructuring
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 major asset restructuring
Aoyuan Beauty Valley Technology Co.Ltd(000615) (hereinafter referred to as “the company”) held the 17th meeting of the 10th board of directors and the third extraordinary general meeting of shareholders in 2021 on July 27, 2021 and August 27, 2021 respectively, and deliberated and adopted the proposal on selling the equity of the target company and related party transactions by public listing and transfer in Beijing property right exchange, The company sold 100% equity of Jinghan Real Estate Group Co., Ltd. (hereinafter referred to as “Jinghan real estate”) held by the company to Shenzhen Kaixian Investment Co., Ltd. (hereinafter referred to as “Kaixian investment”) through public listing in Beijing property exchange Beijing Yangjia Health Management Co., Ltd. (hereinafter referred to as “Beijing Yangjia”) has 100% equity and Penglai Hualu Jinghan Elderly Care Service Co., Ltd. (hereinafter referred to as “Penglai Hualu”) has 35% equity (hereinafter referred to as “major asset restructuring”). Jinghan real estate and Beijing Yangjia completed the industrial and commercial change registration procedures of the subject equity transfer on August 30, 2021, Penglai Hualu completed the industrial and commercial change registration procedures for the transfer of the subject equity on November 4, 2021. For details, see securities times, China Securities Journal, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com.. CN.) on July 28, 2021 and November 10, 2021 (hereinafter referred to as “designated media”) the announcement on the sale of the equity of the target company and related party transactions by public listing and transfer in Beijing property right exchange, and the report on the implementation of major asset sale and related party transactions.
2、 Follow up progress
1. The company collects guarantee fees for the guarantee provided by Jinghan real estate and its subsidiaries for the debts of financial institutions and directional financing plans
The transferee of this major asset restructuring, Kaixian investment, issued relevant instructions on “the transferee or its related parties cannot release the guarantee of the company and its subsidiaries to the target company (Jinghan real estate and its subsidiaries) three months after the delivery date” in the property right transaction contract signed with the company: “after the completion of the delivery of the target assets, the company will actively release Aoyuan Beauty Valley Technology Co.Ltd(000615) And its subsidiaries guarantee the debts of financial institutions of the target company. If the company or related parties cannot release Aoyuan Beauty Valley Technology Co.Ltd(000615) and its subsidiaries from the above guarantee three months after the delivery date, the company will negotiate with Aoyuan Beauty Valley Technology Co.Ltd(000615) to implement the solution within one month. The specific solutions include but are not limited to paying the guarantee fee to the transferor with reference to relevant cases and the guarantee fee standard charged by domestic commercial banks for external guarantee in the same period. ” For details, please refer to the announcement on reply to the restructuring inquiry letter of Shenzhen Stock Exchange published in the designated media on August 12, 2021.
At the 24th Meeting of the 10th board of directors and the 5th extraordinary general meeting of shareholders in 2021 held on December 14, 2021 and December 30, 2021 respectively, the company deliberated and approved the proposal on passive formation of related party guarantee and collection of financing guarantee fee after major asset restructuring. The company signed the contract on financing guarantee fee with Kaixian investment, The charging standard is: within the scope of guarantee, if the company and its holding company provide asset mortgage and pledge guarantee (if any) for Jinghan real estate and its subsidiaries, the guarantee fee shall be charged at the annualized rate of 1% of the guarantee contract amount; If the company and its holding company provide guarantee for Jinghan real estate and its subsidiaries, the guarantee fee shall be charged at the annualized rate of 0.5% of the guarantee contract amount. For details, please refer to the announcement on passive formation of related party guarantee and collection of financing guarantee fee after major asset restructuring published in designated media on December 15, 2021 and December 31, 2021.
2. The company has completed the corresponding review procedures for the passively formed related party guarantees after the completion of this major asset restructuring
The company held the 17th meeting of the 10th board of directors and the third extraordinary general meeting of shareholders in 2021 on July 27, 2021 and August 27, 2021 respectively, and deliberated and adopted the proposal on the formation of related party guarantee after the sale of major assets. After the completion of this major asset restructuring, The guarantee provided by the company for the debt of Jinghan real estate’s directional financing plan passively forms a related guarantee. For details, see the announcement on the formation of related party guarantee after the sale of major assets published in the designated media on July 28, 2021 and November 10, 2021.
The 24th Meeting of the 10th board of directors and the 5th extraordinary general meeting of shareholders in 2021 held on December 14, 2021 and December 30, 2021 respectively considered and approved the proposal on passive formation of related party guarantee and collection of financing guarantee fee after the completion of major asset restructuring. After the completion of this major asset restructuring, The guarantee provided by the company for the debts of Jinghan real estate and its subsidiaries’ financial institutions passively forms related party guarantee. For details, please refer to the announcement on passive formation of related party guarantee and collection of financing guarantee fee after major asset restructuring published in designated media on December 15, 2021 and December 31, 2021.
The company will perform the obligation of information disclosure in a timely manner according to the specific progress. Please make careful decisions and pay attention to investment risks.
It is hereby announced.
Aoyuan Beauty Valley Technology Co.Ltd(000615) board of directors
December 30, 2001
