Securities code: China United Network Communications Limited(600050) securities abbreviation: China United Network Communications Limited(600050) Announcement No.: 2022017 China United Network Communications Limited(600050)
Announcement on China Unicom Group Finance Co., Ltd. providing non financing guarantee business to China United Network Communication Co., Ltd
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
China United Network Communications Limited(600050) (hereinafter referred to as the “company”) holding subsidiary Unicom Group Finance Co., Ltd. (hereinafter referred to as the “finance company”) plans to carry out non-financial guarantee business to the company’s holding subsidiary China United Network Communication Co., Ltd. (hereinafter referred to as “Unicom operation company”) and its subsidiaries.
Guarantee amount: the guarantee balance shall not exceed 500 million yuan.
1、 Overview of the situation
The finance company was established on June 17, 2016, jointly funded by China United Network Communications Group Co., Ltd. (hereinafter referred to as “Unicom Group”) and the company’s holding subsidiary Unicom operation company, of which Unicom Group holds 9%, Unicom operation company holds 91%, and the registered capital is RMB 300 million. The business scope of the finance company includes: (I) handling financial and financing consulting, credit assurance and related consulting and agency business for member units; (II) assist member units to realize the receipt and payment of transaction funds; (III) approved insurance agency business; (IV) providing guarantee to member units; (V) handling entrusted loans and entrusted investments between member units; (VI) handle bill acceptance and discount for member units; (VII) handle the internal transfer settlement between member units and the corresponding settlement and clearing scheme design; (VIII) absorbing deposits from member units; (IX) handle loans and financial leases for member units; (x) engaging in interbank lending; （11） Underwriting corporate bonds of member units; （12） Fixed income securities investment. (market entities shall independently choose business items and carry out business activities according to law; insurance agency business and projects subject to approval according to law shall carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in business activities of projects prohibited and restricted by national and municipal industrial policies.) According to the measures for the administration of financial companies of enterprise groups, financial companies, as qualified entities, can provide guarantee business services for group member units.
In order to better meet the financial business needs of member units, the board of directors of the company authorizes the financial company to provide non financing guarantee for China Unicom operation company and its subsidiaries, which is valid within one year after the approval of the board of directors, and the guarantee balance at any time during the validity period shall not exceed 500 million yuan.
In accordance with the provisions of the guidelines for the supervision of listed companies No. 8 – regulatory requirements for capital exchanges and external guarantees of listed companies, the stock listing rules of Shanghai Stock Exchange (hereinafter referred to as the “Listing Rules”) and the guidelines for the self-discipline supervision of listed companies of Shanghai Stock Exchange No. 1 – standardized operation, The above guarantee matters do not involve the guarantee matters that should be submitted to the general meeting of shareholders for deliberation, which have been deliberated and adopted at the 11th meeting of the seventh board of directors, and have been deliberated and adopted by more than half of all directors and more than two-thirds of the directors present. In addition to the external guarantee matters required to be submitted to the general meeting of shareholders for deliberation according to the listing rules, the finance company decides to provide non financing guarantee matters for China Unicom operating company and its subsidiaries within the authorized amount, and each guarantee does not need to be submitted to the board of directors for deliberation.
2、 Guarantee object
The guarantee object is China Unicom operation company and its subordinate subsidiaries. Unicom operation company is a holding subsidiary of the company, with a registered capital of 21304479782769 yuan. It is located at No. 21, Financial Street, Xicheng District, Beijing. Its business scope is basic telecommunications business (the specific business scope is subject to the license); Value added telecommunications services (the specific business scope is subject to the license); Operate system integration, equipment production and sales, design and construction business related to communication and information business; Technology development, technical service, technical consultation and technical training; Sales and maintenance of pagers, mobile phones and their accessories; Production and sales of Telecom cards; Customer service; House leasing; Edit, publish and distribute telephone directory; Design, produce, publish and act as an agent for all kinds of advertisements at home and abroad. (for those involving licenses or special national regulations, they must operate with licenses or go through relevant procedures according to special regulations). (market entities shall independently choose business projects and carry out business activities according to law; projects that must be approved according to law shall carry out business activities according to the approved contents after being approved by relevant departments; they shall not engage in business activities of projects prohibited and restricted by national and municipal industrial policies.) China United Network Communications (Hong Kong) Co., Ltd. holds 100% of its equity.
3、 Main contents of non financing guarantee
Within the authorized limit, the finance company shall issue non financing guarantee for Unicom operating company and its subsidiaries according to their specific business needs and actual operation, including but not limited to bid guarantee, performance guarantee, advance payment guarantee, etc.
4、 Review procedure
On March 11, 2022, the 11th meeting of the seventh board of directors of the company deliberated and adopted the proposal on China Unicom Group Finance Co., Ltd. providing non financing guarantee business to China United Network Communication Co., Ltd., which has been deliberated and adopted by more than half of all directors and more than two-thirds of the directors present.
The independent directors unanimously agree on this matter and express their independent opinions: this guarantee is based on the needs of the daily operation and normal development of the company’s subsidiaries and subsidiaries, which is conducive to their rapid and efficient business expansion and long-term development. The relevant approval procedures comply with the company law, listing rules, measures for the administration of financial companies of enterprise groups, China United Network Communications Limited(600050) articles of Association (hereinafter referred to as the “articles of association”) and other relevant provisions, and there is no harm to the interests of the company and shareholders (especially minority shareholders).
The board of supervisors of the company believes that this guarantee will not affect the company’s sustainable operation ability and damage the interests of the company and shareholders. Its deliberation and voting procedures comply with laws and regulations and the relevant provisions of the articles of association. 5、 Accumulated guarantee balance
As of the disclosure date of the announcement, the balance of non financing guarantees provided by the finance company to China Unicom operating company and its subsidiaries was 1117898 million yuan, accounting for 0.0749% of the company’s latest audited net assets attributable to the parent company, and the cumulative number of overdue guarantees was 0. The total amount of external guarantees provided by the company is 0 million yuan, and the total amount of guarantees provided by the company to its holding subsidiaries is 0 million yuan, accounting for 0% of the company’s audited net assets belonging to the parent company in the latest period, and the cumulative number of overdue guarantees is 0.
6、 Documents for future reference
1. resolution of the 11th meeting of China United Network Communications Limited(600050) the 7th board of directors
2. resolution of the 5th meeting of China United Network Communications Limited(600050) the 7th board of supervisors
3. independent opinions of China United Network Communications Limited(600050) independent directors on China Unicom Group Finance Co., Ltd. providing non financing guarantee business to China United Network Communication Co., Ltd
It is hereby announced.
China United Network Communications Limited(600050) March 11, 2002
