Securities code: 002923 securities abbreviation: Zhuhai Rundu Pharmaceutical Co.Ltd(002923) Announcement No.: 2022-002
Zhuhai Rundu Pharmaceutical Co.Ltd(002923)
Announcement on guarantee provided by wholly-owned subsidiaries for the company
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 guarantee
Zhuhai Rundu Pharmaceutical Co.Ltd(002923) (hereinafter referred to as “the company” or “the company”) convened the eighth meeting of the Fourth Board of directors, the eighth meeting of the Fourth Board of supervisors and the first extraordinary general meeting of shareholders in 2021, and deliberated and adopted the proposal on the application of the company and its subsidiaries for comprehensive credit and loans from banks. On December 23, 2021, Zhuhai mintong Pharmaceutical Co., Ltd. (hereinafter referred to as “mintong pharmaceutical”), a wholly-owned subsidiary of the company, signed the maximum guarantee contract with Industrial And Commercial Bank Of China Limited(601398) Zhuhai Jinwan sub branch (hereinafter referred to as ” Industrial And Commercial Bank Of China Limited(601398) Jinwan sub branch”), providing a maximum guarantee of RMB 230 million for the company’s loan business in the bank.
Mintong pharmaceutical, a wholly-owned subsidiary, has agreed to provide joint and several liability guarantee for the above loan business between the company and Industrial And Commercial Bank Of China Limited(601398) Jinwan sub branch through the resolution approval procedure of its shareholders’ meeting. According to the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange (revised in 2020) and other relevant provisions, this guarantee does not need to be submitted to the board of directors or the general meeting of shareholders for deliberation. 2、 Basic information of the guaranteed party
1. Company name: Zhuhai Rundu Pharmaceutical Co.Ltd(002923)
2. Date of establishment: December 30, 1999
3. Registered capital: 18570965 yuan
4. Legal representative: Liu Jie
5. Address: No. 6, Jichang North Road, Sanzao Town, Jinwan District, Zhuhai
6. Business scope: after legal registration, the business scope of the company: R & D, production and sales of API, small volume injection, tablet, hard capsule, dry suspension, preparation intermediate (pellets), pharmaceutical excipients and pharmaceutical intermediate (excluding dangerous goods).
7. Relationship between the guarantor and the company: mintong pharmaceutical is a wholly-owned subsidiary of the company.
8. The main financial indicators of the company in the latest year and period are as follows:
Unit: RMB
Project September 30, 2021 December 31, 2020
(Unaudited) (audited by Dahua certified public accountants)
Total assets 1714136681.951513772150.91
Total liabilities 641026778.41475538501.01
Total amount involved in contingencies–
Total owner’s equity 1073109903.541038233649.90
Project from January to September 2021 to 2020
(Unaudited) (audited by Dahua certified public accountants)
Total profit 97803072.27148831000.97
Net profit 88593481.88135862411.12
3、 Main contents of guarantee contract
1. Borrower: Zhuhai Rundu Pharmaceutical Co.Ltd(002923)
Guarantor: Zhuhai mintong Pharmaceutical Co., Ltd
Lender: Industrial And Commercial Bank Of China Limited(601398) Zhuhai Jinwan sub branch
2. Guarantee amount: no more than RMB 230 million (inclusive).
3. Guarantee mode: joint and several liability guarantee.
4. Scope of guarantee: principal, interest, compound interest, penalty interest, liquidated damages, damages and other expenses of the main creditor’s right, as well as the expenses for realizing the creditor’s right (including but not limited to legal fees, lawyer’s fees, etc.).
5. Guarantee period: three years from the day after the expiration of the loan term under the borrower’s main contract; If the creditor announces the early maturity of the loan according to the agreement of the borrower’s master contract, the guarantee period shall be three years from the next day of the early maturity date of the loan.
6. This guarantee is provided by the wholly-owned subsidiary of the company to the company, and there is no situation damaging the interests of the company. 4、 Accumulated external guarantee of the company
The guarantee amount provided by the wholly-owned subsidiary to the listed company is RMB 230 million.
As of the disclosure date of this announcement, the total amount of external guarantees of the company is RMB 45 million, all of which are guarantees provided by the company to wholly-owned subsidiaries, accounting for 43.34% of the company’s latest audited net assets, of which the actual amount of guarantees provided by the company to wholly-owned subsidiaries is RMB 337 million, accounting for 32.46% of the company’s latest audited net assets. In addition to the above guarantees, there is no guarantee provided by the company to units or individuals other than wholly-owned subsidiaries and wholly-owned subsidiaries, and there is no overdue external guarantee and guarantee litigation.
5、 Reference document 1: maximum guarantee contract. It is hereby announced.
Zhuhai Rundu Pharmaceutical Co.Ltd(002923) board of directors
January 6, 2022
