Securities code: Shenzhen Crastal Technology Co.Ltd(300824) securities abbreviation: Shenzhen Crastal Technology Co.Ltd(300824) Announcement No.: 2022013 Shenzhen Crastal Technology Co.Ltd(300824)
About the company and its subsidiaries applying to the bank for comprehensive credit line in 2022
And the announcement of the company providing guarantee for the subsidiary's application for comprehensive credit line
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.
Shenzhen Crastal Technology Co.Ltd(300824) (hereinafter referred to as "the company") held the 20th meeting of the third board of directors and the 18th meeting of the third board of supervisors on March 23, 2022, deliberated and adopted the proposal on the application of comprehensive credit line by the company and its subsidiaries to the bank in 2022 and the guarantee provided by the company for the application of comprehensive credit line by its subsidiaries, and the independent directors expressed their independent opinions.
According to the regulations of Shenzhen Stock Exchange GEM Listing Rules and the articles of association, the above matters do not constitute related party transactions. After the deliberation and approval of the board of directors, they need to be submitted to the general meeting of shareholders for deliberation and approval. The relevant information is hereby announced as follows:
1、 Credit line and guarantee to be applied by the company and its subsidiaries
In order to meet the needs of daily operation, the company and its subsidiaries plan to apply for group credit or credit lines of corresponding banks from some banks in 2022, and the total credit lines to be applied for are RMB 400 million.
Under the above credit line, the company plans to provide guarantee for the wholly-owned subsidiaries Shenzhen Beiding Jinghui Technology Co., Ltd. (hereinafter referred to as "Beiding Jinghui Technology Co., Ltd") and Shenzhen Beiding Technology Co., Ltd. (hereinafter referred to as "Beiding technology"), with a total guarantee of no more than 400 million yuan.
The credit line applied by the company to the bank in 2022 is finally subject to the credit line actually approved by the bank, and the specific financing amount will be determined according to the actual demand of the company's working capital.
In order to facilitate the implementation of the credit line and guarantee applied by the company and its subsidiaries to the bank in 2022, the board of directors of the company authorizes the chairman or his designated authorized agent to handle relevant business on behalf of the company within the above credit line and guarantee line, and sign relevant contracts, agreements and other documents. All the legal and economic responsibilities arising therefrom shall be borne by the company and its subsidiaries. The validity period of this authorization resolution is from the date of deliberation and approval of the company's annual general meeting of shareholders to the date of convening the next annual general meeting of shareholders.
2、 Basic information of the guaranteed
1) Shenzhen Beiding Jinghui Technology Co., Ltd
1. Date of establishment: June 29, 2020
2. Place of registration: floor 1, building 7, Industrial Zone D, Buyong community, Shajing street, Bao'an District, Shenzhen
3. Legal representative: Fangzhen
4. Registered capital: RMB 10 million
5. Main business: R & D, design and provide after-sales service for household appliances, digital instruments and instrument connectors, molds, digital circuit boards, professional chips / control software, plastic parts / hardware and related parts of digital household appliances; Engage in the import and export business of goods and technologies (excluding distribution and goods exclusively controlled by the state); Property management, property management consultant, self owned property leasing. (except for the items that must be approved before registration according to laws, administrative regulations and the decision of the State Council), the licensed business items are: the production and operation of household appliances, digital instruments and instrument connectors, molds, digital circuit boards, professional chips / control software, plastic parts / hardware and related parts of digital household appliances.
6. Ownership structure: a wholly-owned subsidiary whose 100% equity is held by the company.
7. The financial data of Beiding Jinghui Technology Co., Ltd. (monomer) in recent one year are as follows:
Unit: 10000 yuan
Name of main indicators December 31, 2021
Total assets 4114560
Total liabilities 2046719
Including: bank loans--
Current liabilities 1644434
Net assets 2067841
Year 2021
Operating income 4410746
Total profit 747.61
Net profit 878.65
2) Shenzhen Beiding Technology Co., Ltd
1. Date of establishment: October 29, 2009
2. Place of registration: 3801, block a, block B, block C, block a, tanglangcheng Plaza (West District), No. 3333 Liuxian Avenue, Fuguang community, Taoyuan Street, Nanshan District, Shenzhen
3. Legal representative: Fangzhen
4. Registered capital: RMB 20 million
5. Main business: the design, technical development and sales of professional chips, digital circuit boards and embedded software of digital household appliances, the sales of kitchenware, household appliances, beauty and health care appliances, hardware products and plastic products, the operation of e-commerce and China Trade (the above items do not include the items that need pre-approval and prohibition according to laws, administrative regulations and decisions of the State Council); Sales of nourishing traditional Chinese medicine, dried fruits, daily necessities, household goods, stationery, soft pillows, furniture, handicrafts, daily porcelain, glass products, clothing and clothing.
, the licensed business items are: the purchase and sale of agricultural and sideline products and prepackaged food; Retail of health food; Milk tea and coffee, Western dessert, fruit platter and fresh juice; Hot food. Internet sales of publications; Retail of publications; Publication of online publications; Electronic publication; Electronic publication production.
6. Ownership structure: a wholly-owned subsidiary whose 100% equity is held by the company.
7. The financial data of Beiding technology in recent (single) year are as follows:
Unit: 10000 yuan
Name of main indicators December 31, 2021
Total assets 3309689
Total liabilities 1759226
Including: bank loans-
Current liabilities 1461286
Net assets 1550464
Year 2021
Operating income 5727970
Total profit 1028379
Net profit 910388
3、 Main contents of the guarantee agreement
The company and its subsidiaries have not yet signed the relevant credit agreement and guarantee agreement. After being deliberated and approved by the general meeting of shareholders of the company, the company and its subsidiaries will sign the bank loan according to the actual capital demand. The specific credit and guarantee amount needs to be reviewed and approved by the bank, and the actually signed contract shall prevail.
4、 Opinions of the board of directors
The board of Directors believes that the company and its subsidiaries' application for a comprehensive credit line of RMB 400 million from the bank this time can provide financial guarantee for the operation and development of the company and its subsidiaries, which is in line with the company's development strategy. The company provides a guarantee of no more than 400 million yuan for the wholly-owned subsidiary, which is conducive to improving the financing ability of the wholly-owned subsidiary, promoting its business development and expansion of business scale, improving its operating efficiency and profitability, and is in line with the long-term overall interests of the company. The guarantee risk is within the company's control. The company will conduct real-time monitoring on the capital flow and financial information of the guarantee object, so as to ensure that the company can grasp the use of funds and guarantee risks in real time and ensure the safe operation of the company's overall funds.
Within the above guarantee limit, the board of directors of the company authorizes the chairman of the company or the authorized representative of the chairman of the board of directors to sign contracts and legal documents related to the above guarantee The validity period of this authorization resolution is from the date of deliberation and approval of the company's annual general meeting of shareholders to the date of convening the next annual general meeting of shareholders.
5、 Opinions of the board of supervisors
After review, the board of supervisors held that: the company and its subsidiaries intend to apply to the bank for a comprehensive credit line of no more than RMB 400 million, and the company provides joint and several liability guarantee of no more than RMB 400 million for the comprehensive credit line of wholly-owned subsidiaries, which are in line with the provisions of relevant laws and regulations, the voting procedures are legal, and there is no damage to the company and its shareholders, especially small and medium-sized shareholders.
6、 Opinions of independent directors
After verification, the independent directors believe that: the company and its subsidiaries plan to apply to the bank for a comprehensive credit line of no more than RMB 400 million in 2022, which is conducive to the company to speed up capital turnover and improve capital use efficiency. There is no damage to the interests of the company and shareholders. In addition, the company is in good business condition, has strong solvency, fully understands and controls its status, credit and solvency, and the risk is controllable, There is no situation that damages the interests of the company and all shareholders; The review and decision-making procedures are legal and effective, comply with the Shenzhen Stock Exchange GEM Listing Rules, the articles of association and other relevant laws and regulations, and agree that the company and its subsidiaries apply to the bank for the comprehensive credit line in 2022 and the company provides guarantees for wholly-owned subsidiaries.
7、 Accumulated external guarantees and overdue guarantees
As of the date of this announcement, except for the guarantee provided by the company for Beiding Jinghui Technology Co., Ltd. and Beiding technology, the company and its holding subsidiaries have no other external guarantee.
8、 Documents for future reference
1. Resolutions of the 20th meeting of the third board of directors;
2. Resolutions of the 18th meeting of the third board of supervisors;
3. Independent opinions of independent directors on matters related to the 20th meeting of the third board of directors.
It is hereby announced.
Shenzhen Crastal Technology Co.Ltd(300824)
Board of directors
March 24, 2022