Suzhou Thvow Technology Co.Ltd(002564)
Announcement on the amount of external guarantee in 2022
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 material omissions.
Important content tips:
1. Name of the guaranteed
Serial number guarantor
1. China Machinery Guoneng Power Engineering Co., Ltd., hereinafter referred to as “China machinery power”
2. Zhanghua machinery (Suzhou) reassembly Co., Ltd., hereinafter referred to as “Zhanghua machinery”
Wuxi Hongqi shipyard Co., Ltd., hereinafter referred to as “Hongqi shipyard”
4. Yumen Xinneng solar thermal first power Co., Ltd., hereinafter referred to as “Yumen Xinneng”
5 sinogy (Guangxi) Energy Technology Co., Ltd., hereinafter referred to as “Guangxi Guoneng”
2. Guarantee amount: in 2022, the company expects the external guarantee amount to be RMB 2990 million.
3. Guarantee period: the external guarantee period of the company in 2022 is within 12 months from the date of deliberation and approval by the 2021 annual general meeting of shareholders.
1、 Overview of guarantee
In order to ensure the normal business activities of Suzhou Thvow Technology Co.Ltd(002564) and its subsidiaries, the company expects the following external guarantees in 2022:
The total amount of guarantee provided by subsidiary I is 285000 yuan as follows:
Unit: RMB 10000
No. guaranteed amount of the guaranteed party in 2022
1 sinogy Power Engineering Co., Ltd. 200000
2 Zhang chemical machinery (Suzhou) reassembly Co., Ltd. 30000
No. guaranteed amount of the guaranteed party in 2022
3 Wuxi Hongqi shipyard Co., Ltd
4 Yumen Xinneng photothermal first power Co., Ltd
Total 285000
(II) the total amount of guarantee provided by the subsidiary to the subsidiary is 140 million yuan, which is detailed as follows:
Unit: RMB 10000
Serial number guarantor guaranteed amount of the guaranteed person in 2022
1 sinogy Power Engineering Co., Ltd. sinogy (Guangxi) energy technology 14000 Co., Ltd
Total 14000
The above matters have been deliberated and adopted at the 41st meeting of the 4th board of directors and the 28th meeting of the 4th board of supervisors.
According to the articles of association, the above guarantee needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation, and the validity period is within 12 months after the deliberation and approval of this general meeting of shareholders. If the equity relationship changes during the period, the company will adjust the guarantee liability accordingly.
The board of directors of the company requests the general meeting of shareholders to approve and authorize the management of the company to handle the relevant affairs of the above guarantee matters.
2、 Basic information of the guaranteed
The amount guaranteed by each subsidiary in the consolidated statement is basically as follows:
1. Sinogy Power Engineering Co., Ltd
(1) Unified social credit Code: 91310115744224306e
(2) Legal representative: Wu Style
(3) Registered capital: 100 million yuan
(4) Address: room 153, No. 1765, Nangang Road, Laogang Town, Pudong New Area
(5) Business scope: power engineering design, consultation, heat supply network engineering design, geotechnical engineering survey and construction, as well as the general contracting of the above projects, technical consultation, technical service, technology transfer and technical design of power equipment, project bidding agency, construction project supervision service, power equipment leasing, sales of power equipment, materials and accessories, contracting the survey and construction of overseas power industry (thermal power generation) projects Design and supervise projects, dispatch labor personnel required for the implementation of the above overseas projects, construction industry (operating with license qualification), engage in the import and export business of goods and technology, mineral products, coke, rubber and plastic products, metal materials, non-ferrous metals, ferrous metals, mechanical equipment, electromechanical equipment, electromechanical products, building decoration materials Sales of chemical products (except hazardous chemicals, MCCs, civil explosives and precursor chemicals), household appliances, wood, general labor protection articles, computers and auxiliary equipment, electronic products, hardware and electrical appliances, daily necessities, and coal business. [for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments]
(6) Property right control relationship between the company and the guaranteed: the company holds 80% equity of China machine power.
(7) Operating conditions: as of December 31, 2021, the total assets of the company were 20361699900 yuan, the net assets were 291033200 yuan, the operating income was 3948530800 yuan, the net profit was -503298100 yuan, and the asset liability ratio was 98.57%.
2. Zhang Huaji (Suzhou) heavy equipment Co., Ltd
(1) Unified social credit Code: 9132058257262066×7
(2) Legal representative: Wang Sheng
(3) Registered capital: 872049000 yuan
(4) Address: No. 1, Linjiang Road, Changshan village, Nansha, Jingang town
(5) Business scope: design and manufacture: class A1 high pressure vessels, class A2 class III low and medium pressure vessels; Manufacturing: class a boiler components (limited to steam drum); Manufacturing and maintenance of petroleum, chemical, pharmaceutical, textile, chemical fiber and food machinery; Purchase and sale of mechanical accessories; Sales and installation of tank cars; Design, manufacture and sales of gas turbine mechanical skid mounted devices; Head, flange, pipe fittings, profiled parts, steel, forgings, steel structural parts, mechanical equipment, hardware workers and sales; Freight business (according to the scope of business listed in the license); Self support and agency of import and export business of various commodities and technologies.
(for projects that must be approved according to law, business activities can be carried out only after being approved by relevant departments) licensed projects: port cargo handling activities (for projects that must be approved according to law, business activities can be carried out only after being approved by relevant departments, and the specific business projects shall be subject to the approval results) general projects: hardware product manufacturing; Ship port services; Leasing and maintenance of port facilities, equipment and machinery; Ship repair; General cargo warehousing services (excluding hazardous chemicals and other items requiring approval); Lease of land use right (except for projects subject to approval according to law, carry out business activities independently according to law with business license)
(6) Property right control relationship between the company and the guaranteed: the company holds 100% equity of zhanghuaji.
(7) Operating conditions: as of December 31, 2021, the total assets of the company were 4192129500 yuan, the net assets were 1303129200 yuan, the operating income was 2521423400 yuan, the net profit was 114222000 yuan, and the asset liability ratio was 68.91%.
3. Wuxi Hongqi shipyard Co., Ltd
(1) Unified social credit Code: 91320206835905545c
(2) Legal representative: Zuo Junliang
(3) Registered capital: 72 million yuan
(4) Address: No. 12, Weiye Road, Qianqiao industrial concentration zone, Huishan District, Wuxi
(5) Business scope: manufacturing and repair of ships (including fire boats) and hoisting machinery; Manufacturing and repair of marine diesel engine and coal mine electromechanical equipment; Military special vehicle refitting (including pontoon bridge); Design, production and service of Zhouqiao and military auxiliary ships; Processing and installation of metal components; Manufacture and sales of radar reflectors; Investing abroad with its own funds; Self operated and acting as an agent for the import and export of various commodities and technologies (except for the commodities and technologies restricted or prohibited by the state); And provide after-sales services, technical services and consulting services for the above similar commodities, as well as road general cargo transportation. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(6) Property right control relationship between the company and the guaranteed: the company holds 60% equity of Hongqi shipyard.
(7) Operating conditions: as of December 31, 2021, the total assets of the company were 2302592 million yuan, the net assets were 715222 million yuan, the operating income was 1874049 million yuan, the net profit was 405900 yuan, and the asset liability ratio was 68.94%.
4. Yumen Xinneng solar thermal first power Co., Ltd
(1) Unified social credit Code: 9162098135258736×4
(2) Legal representative: Wang Zuo
(3) Registered capital: 347 million yuan
(4) Address: 325, civil air defense building, Tieren Avenue, Yumen City, Jiuquan City, Gansu Province
(5) Business scope: Cecep Solar Energy Co.Ltd(000591) power development, design, production, construction, sales and operation Cecep Solar Energy Co.Ltd(000591) thermal power generation technology development consultation and technical services. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(6) Property right control relationship between the company and the guaranteed: the company holds 85% equity of Yumen Xinneng.
(7) Operating conditions: as of December 31, 2021, the total assets of the company were 2194136400 yuan, the net assets were 457638700 yuan, the operating income was 0, the net profit was -26982500 yuan, and the asset liability ratio was 79.14%.
5. Sinogy (Guangxi) Energy Technology Co., Ltd
(1) Unified social credit Code: 914501007973264xr
(2) Legal representative: Lin Gang
(3) Registered capital: RMB 252806 million
(4) Address: Room 601 and 606, sixth floor, Xineng building, No. 1, Chuangxin East Road, Nanning high tech Zone
(5) Business scope: general items: technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; New material technology promotion services; Foreign contracted projects; Information technology consulting services; Engineering management services; Leasing of construction machinery and equipment; Mechanical equipment leasing; Sales of electrical and mechanical equipment; Sales of special equipment for environmental protection; Engaging in investment activities with its own funds (except for projects subject to approval according to law, operating activities shall be carried out independently according to law with business license). Licensed projects: construction engineering design; Construction engineering survey; General contracting of housing construction and municipal infrastructure projects; Various engineering construction activities; Installation, repair and test of power facilities; Engineering cost consulting business; Hazardous waste management; Power generation, transmission and power supply business (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)
(6) Property right control relationship between the company and the guaranteed: the holding subsidiary of the company, Zhongji electric power, holds 51% equity of Guangxi Guoneng.
(7) Operating conditions: as of December 31, 2021, the total assets of the company were 5763689 million yuan, the net assets were 1768204 million yuan, the operating income was 1997593 million yuan, the net profit was 209304 million yuan, and the asset liability ratio was 69.32%.
3、 Main contents of the guarantee agreement
This guarantee is the guarantee amount provided by the company to its holding subsidiaries and subsidiaries to its subsidiaries in 2022. As of the date of this announcement, the specific guarantee agreement has not been signed.
4、 Opinions of the board of directors
After careful deliberation, the board of directors of the company believes that the funds of the guaranteed party are mainly used for project construction and daily business operation, so as to improve the financing efficiency of the company and meet the strategic needs of the company. And the guaranteed party is a wholly-owned or holding subsidiary of the company. The company can timely grasp its credit status and agree to this guarantee. At the same time, the board of Directors recommended that the general meeting of shareholders authorize the management of the company to sign relevant guarantee agreements after approving the guarantee.
5、 Cumulative guarantee quantity and overdue guarantee quantity
As of March 23, the total amount of guarantee authorized by the company was 8614.5 million yuan, including the amount of guarantee provided to the company within the scope of consolidated statements and counter guarantee provided to Shanghai Electric Group Company Limited(601727) accounting for 475.86% of the company’s latest audited net assets. The actual amount of guarantee was 443632 million yuan, and the amount of overdue guarantee was 0. The above guarantee amount will be released on the date of the 2021 annual general meeting of shareholders of the company. If the actual total amount of guarantee in 2022 does not exceed the above total authorized amount, the company can appropriately adjust the guarantee amount between subordinate companies internally.
After the guarantee is reviewed and approved by the company’s 2021 annual general meeting of shareholders, the guarantee amount provided by the company for the companies within the scope of the company’s consolidated report will become 2990 million yuan, accounting for 165.17% of the company’s latest audited net assets. The total guarantee amount of the company is 8574.5 million yuan, accounting for
