Securities code: Shanghai Yaoji Technology Co.Ltd(002605) securities abbreviation: Shanghai Yaoji Technology Co.Ltd(002605) Announcement No.: 2022012 Shanghai Yaoji Technology Co.Ltd(002605)
Announcement on wholly-owned subsidiaries applying to the bank for comprehensive credit line and providing guarantee for them
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.
Shanghai Yaoji Technology Co.Ltd(002605) (hereinafter referred to as “the company” or ” Shanghai Yaoji Technology Co.Ltd(002605) “) held the 30th meeting of the 5th board of directors and the 29th meeting of the 5th board of supervisors on March 16, 2022, deliberated and adopted the proposal on wholly-owned subsidiaries applying for comprehensive credit line and providing guarantee to relevant banks. The relevant contents are hereby announced as follows:
1、 Guarantee overview
Shanghai Yaoji YOUPIN Industry Co., Ltd. (hereinafter referred to as “Yaoji Youpin”), a wholly-owned subsidiary of Qidong Yaoji poker industry Co., Ltd. (hereinafter referred to as “Yaoji Youpin”), in order to meet the working capital required for its operation and development turnover, It is proposed to apply to Shanghai Pudong Development Bank Co.Ltd(600000) Jiading sub branch (hereinafter referred to as ” Shanghai Pudong Development Bank Co.Ltd(600000) “) for a comprehensive credit line of no more than RMB 5 million with a credit term of one year. In order to support the operation and development of Sun company, the company plans to provide guarantee for the comprehensive credit line applied by Yaoji premium products to Shanghai Pudong Development Bank Co.Ltd(600000) for the guarantee period, which is calculated separately according to each creditor’s right to the debtor, from the date of expiration of the debt performance period of each creditor’s right contract to three years after the date of expiration of the debt performance period agreed in the debt contract. The details are as follows:
Signature date of the guaranteed amount of the guarantor and the secured creditor
Shanghai Shanghai Yaoji Technology Co.Ltd(002605) Shanghai Yaoji premium products Shanghai Pudong Development Co., Ltd. does not exceed RMB 5 million after the board of directors reviewed the Bank Co., Ltd. of Co., Ltd
Company Jiading sub branch
According to the Listing Rules of Shenzhen Stock Exchange, the articles of association and other relevant provisions, the above guarantee matters are within the approval authority of the board of directors and do not need to be submitted to the general meeting of shareholders for deliberation. This guarantee does not constitute a connected transaction.
2、 Basic information of the guaranteed
1. Name of the guaranteed party: Shanghai Yaoji YOUPIN Industrial Co., Ltd
2. Date of establishment: April 16, 2020
3. Registered address: room 108, floor 1, building 1, No. 6988, Jiasong North Road, Anting Town, Jiading District, Shanghai
4. Legal representative: Qiu Jinbo
5. Registered capital: 5 million yuan
6. Main business: general projects: technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Sales of chemical products (excluding licensed chemical products); Sales of electronic products; Retail of computer software, hardware and auxiliary equipment; Sales of daily necessities; Sales of personal hygiene products; Wholesale of cosmetics; Sales of daily necessities; Sales of disinfectants (excluding hazardous chemicals); Sales of wearable smart devices; Internet of things equipment sales; Integrated circuit sales; Wholesale of hardware products; Sales of rubber products; Sales of household appliances; Wholesale of electronic components; Sales of smart home consumer equipment; Instrument sales; Software development; Enterprise management consulting; Residents’ daily life services; Landscaping works; Manufacturing of household textile products (only for cutting, automatic sewing, finishing, inspection and finished products). (except for the items that must be approved according to law, the business activities shall be carried out independently according to law with the business license) licensed items: food sales; E-cigarette retail. (for projects that must be approved according to law, business activities can be carried out only with the approval of relevant departments. The specific business projects shall be subject to the approval documents or licenses of relevant departments)
7. Equity structure: Qidong Yaoji, a wholly-owned subsidiary of the company, holds 100% equity.
8. Main financial indicators (Unaudited from January to September 2021):
Target December 31, 2020 September 30, 2021
Total assets (yuan): 6891905461128127578
Total liabilities (yuan): 426433856701285275
Total amount involved in contingencies (yuan) —
Net assets (yuan): 262756690426842303
Target 2020 January September 2021
Operating income (yuan): 7089400442575267270
Total profit (yuan) -37243310 -35914387
Net profit (yuan) -37243310 -35914387
9. Credit status: Yaoji excellent product is not the executor of dishonesty and has good performance credit.
3、 Main contents of the guarantee agreement
Name of Guarantor (guarantor): Shanghai Yaoji Technology Co.Ltd(002605)
Name of the guaranteed party (debtor): Shanghai Yaoji YOUPIN Industrial Co., Ltd
Creditor Name: Shanghai Pudong Development Bank Co.Ltd(600000) Jiading sub branch
1. Guarantee mode: joint and several liability guarantee.
2. Scope of guarantee: the scope of guarantee under this contract includes not only the main creditor’s rights described in this contract, but also the interest arising therefrom (the interest referred to in this contract includes interest, penalty interest and compound interest), liquidated damages, damages, handling charges and other expenses incurred for signing or performing this contract And the expenses incurred by the creditor in realizing the security right and creditor’s rights (including but not limited to legal fees, lawyer’s fees, travel expenses, etc.), as well as the security deposit that the debtor needs to make up at the request of the creditor according to the main contract.
3. Guarantee period: one year. The guarantee period is calculated separately according to each creditor’s right to the debtor, from the date of the expiration of the debt performance period of each creditor’s right contract to three years after the expiration of the debt performance period agreed in the creditor’s right contract.
4. Guaranteed amount: up to the equivalent of five million yuan only.
4、 Opinions of the board of directors
The board of Directors believes that the company’s guarantee for the wholly-owned subsidiary is to support the sustainable development of the subsidiary and solve the capital needs for its daily operation, which is conducive to accelerating the development process of the subsidiary and ensuring the smooth development of its daily business.
The guarantee object is in good credit condition, has certain solvency, has no significant change in operation and continues to maintain a good development trend. Therefore, the financial risk guaranteed for the wholly-owned subsidiary is within the controllable range of the company and will not damage the interests of the company and shareholders. No counter guarantee is provided for the guarantee of wholly-owned subsidiaries this time.
5、 Opinions of the board of supervisors
The deliberation procedures of the company’s matters related to this guarantee comply with the provisions of the company law, the articles of association and other relevant laws and regulations. The guaranteed is a wholly-owned subsidiary of the company. The guarantee is to meet the needs of the normal operation of the wholly-owned subsidiary and is conducive to the operation and development of the subsidiary. The relevant guarantee matters do not damage the rights and interests of the company and shareholders.
6、 Cumulative external guarantees and overdue guarantees as of the date of information disclosure
The cumulative external guarantee limit of the company and its subsidiaries is 0 yuan; The total amount of guarantee approved by the company for subsidiaries and between subsidiaries is RMB 720 million (including this guarantee), accounting for 34.95% of the net assets attributable to the parent company in the latest audited consolidated accounting statements of the company. As of the date of this announcement, the cumulative guarantee balance of the company to subsidiaries and between subsidiaries was 306 million yuan, accounting for 18.53% of the net assets attributable to the parent company in the latest audited consolidated accounting statements of the company. In addition to the aforesaid guarantees provided by the company’s subsidiaries and subsidiaries, the company and subsidiaries have not provided guarantees for shareholders, shareholders’ holding subsidiaries, shareholders’ subsidiaries and other related parties, any unincorporated units or individuals, and there are no overdue external guarantees, guarantees involving litigation or losses due to the judgment of losing the guarantee.
7、 Documents for future reference
1. Resolution of the 30th meeting of the 5th board of directors of the company
2. Resolution of the 29th meeting of the 5th board of supervisors of the company
3. Maximum contract guarantee
It is hereby announced.
Shanghai Yaoji Technology Co.Ltd(002605) board of directors March 16, 2022