Securities code: Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) securities abbreviation: Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) Announcement No.: 202229 Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047)
About providing guarantee for wholly-owned subsidiaries and holding subsidiaries
Announcement on providing counter guarantee for wholly-owned subsidiaries
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
The 14th meeting of the 5th board of directors of Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) (hereinafter referred to as ” Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) ” or “the company”) was held on March 22, 2022. At the meeting, all Directors voted and adopted the proposal on providing guarantee for wholly-owned subsidiaries and counter guarantee for wholly-owned subsidiaries. The details are as follows:
1、 Overview of guarantee
Whereas Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) Information Technology Co., Ltd. (hereinafter referred to as “Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) “), a wholly-owned subsidiary of the company, intends to carry out business with Dongguan Huawei Service Co., Ltd. (hereinafter referred to as “Dongguan Huawei”). In order to ensure the normal development of daily business of Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) a wholly-owned subsidiary of the company, on the premise that the guarantee amount does not exceed RMB 100 million, The company plans to assume joint and several liability guarantee for all creditor’s rights formed during the business between Dongguan Huawei and its wholly-owned subsidiary Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) and the holding subsidiary Shenzhen jinhuawei Digital Technology Co., Ltd. (hereinafter referred to as “jinhuawei”) provides counter guarantee for the business.
According to article 7.1.14 (II) (IV) (V) of the GEM Listing Rules of Shenzhen Stock Exchange, the articles of association and the external guarantee management system and other relevant provisions, this guarantee shall be submitted to the general meeting of shareholders of the company for deliberation and approval.
2、 Basic information of the guaranteed object
1. Basic information of the guaranteed object
Company name registered capital registration date registered address legal representative main business equity table structure
Production of computer software and hardware products in China (Shanghai)
In 2009, the computer and network system is equipped with GuoShouJing storage plan, software development, system integration, technical consulting and technical service of 9 interest system, No. 498, No.498, Xinke dividend Technology Co., Ltd,
100% e-commerce in room 20402 (except financial business).
The above guaranteed companies are non dishonest Executees.
2. Main financial data of the guaranteed object (December 31, 2021)
Table 2:
Unit: RMB
Project: Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) Information Technology Co., Ltd
Total assets 11158774206
Total liabilities 4324552657
Including: total current liabilities 4324552657
Asset liability ratio 38.75%
Net assets
Operating income 7166792989
Total profit -37.95
Net profit 14247639
As of December 31, 2021, the actual guarantee balance provided by the company and the guarantee provided to the object in the previous fiscal year
10 million yuan.
3. Relationship with listed companies and other business relationships
Table 3: Association
Description of association relationship of guaranteed object
Mr. Miao Fengyuan, Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) general manager, is also the chairman of Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) company.
Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) information technology according to article 7.2.3 of the GEM Listing Rules, since Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) is a wholly-owned subsidiary of the company and a limited company, Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) is not an affiliated legal person of the company. The guarantee provided for Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) is not an affiliated transaction.
4. Guaranteed object contingencies
Table 4: description of the guaranteed object and contingencies
Litigation and arbitration on the external guarantee and mortgage loan of the guaranteed object
Shanghai Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) Information Technology Co., Ltd. none
3、 Basic information of counter guarantee object
1. Basic information of counter guarantee object
Table 5:
Company name registered capital registration date registered address legal representative main business ownership structure table
Shenzhen Nanshan District computer software and hardware products, building intelligence
1, Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) Huawei digital 260 million yuan of high-tech products, communication products and supporting equipment in jinyuehai street, Shenzhen. In 2008, gaoxinnan technology was developed and sold in the community of zone 5, with electronic products and communication holding 55%; Gao Li Junxiong, No. 011, 7th Road, August 23, science and Technology Co., Ltd., purchase and sale of equipment and mechanical equipment, information 2. Consultation of new industrial village of Tibet Jinwang company (excluding restricted projects), public training and marketing planning of education and training Technology Co., Ltd, China Trade (excluding 45% of the shares held by the company. Building 3BB includes exclusive, controlled and exclusive commodities).
The above counter guarantee objects are non dishonest Executees.
2. Main financial data of counter guarantee object (December 31, 2021)
Table 6:
Unit: RMB
Project: Shenzhen jinhuawei Digital Technology Co., Ltd
Total assets 271725040804
Total liabilities 232611110285
Including: total current liabilities 232596021785
Asset liability ratio 85.61%
Net assets 39113930519
Operating income 394201730019
Total profit 11124419009
Net profit 8946566003
3. Relationship with listed companies and other business relationships
Table 7: correlation
Description of association relationship of counter guarantee object
Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) director Xie Xiaobin also serves as the chairman of Jinhua Wei, chief financial officer Qian Wensheng also serves as the director of Jinhua Wei Shenzhen Jinhua Wei digital technology, and deputy general manager and board secretary Chen Xiuqin also serves as the director of Jinhua Wei.
According to article 7.2.3 of the GEM Listing Rules, jinhuawei is not an affiliated legal person of the company because jinhuawei is a holding subsidiary of the company. The counter guarantee provided by jinhuawei this time is not a connected transaction.
4. Counter guarantee object contingencies
Table 8: description of counter guarantee object contingencies
Litigation and arbitration on the external guarantee and mortgage loan of the guaranteed object
Shenzhen jinhuawei Digital Technology Co., Ltd. is not available. See Table 9 and note 1
Table 9: Jinhua Wei’s borrowings are as follows
Unit: Yuan
Borrower Lender loan amount business type loan date loan maturity date
Jinhuawei Bank Of Shanghai Co.Ltd(601229) 2000000000 current loan 2021-5-262022-5-25
Jinhua Weiser Industrial Bank Co.Ltd(601166) ාාාා.00 China letter of credit 2021-6-212022-6-17
Jinhua weidahua bank 3000000000 flow loan 202110-26
