Stock Code: Xinjiang Goldwind Science And Technology Co.Ltd(002202) stock abbreviation: Xinjiang Goldwind Science And Technology Co.Ltd(002202) Announcement No.: 2022010 Xinjiang Goldwind Science And Technology Co.Ltd(002202)
Announcement on providing guarantee amount for wholly-owned subsidiaries and holding subsidiaries within the scope of consolidated statements
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.
Xinjiang Goldwind Science And Technology Co.Ltd(002202) (hereinafter referred to as “the company”) predicted and analyzed the guarantee business of wholly-owned and holding subsidiaries (hereinafter referred to as “subsidiaries”) within the scope of consolidated statements according to the overall production and operation, capital demand and financing in 2022, It is proposed to provide guarantee for wholly-owned and holding subsidiaries (and between subsidiaries) within the scope of the consolidated statements from the date of the resolution of the company’s annual general meeting in 2021 to the date of the resolution of the company’s annual general meeting in 2022. The details are as follows:
1、 Basic information of guarantee
1. Guarantee type
The scope of the company’s guarantee for subsidiaries (and between subsidiaries) includes financing guarantee and non financing guarantee. Financing guarantee mainly includes the guarantee provided by the company for the financing business of banks or other financial institutions of domestic and foreign subsidiaries (and between subsidiaries); Non financing guarantee refers to the economic guarantee activities not directly related to monetary funds, mainly including the guarantee of project performance and other businesses.
2. Guarantor and secured party
Guarantor: from the date of resolution of the company and the annual general meeting of shareholders in 2021 to the general meeting of shareholders in 2022
Wholly owned and controlled subsidiaries within the scope of consolidated statements during the period of the date of resolution of the board of directors;
Guaranteed party: from the date of the resolution of the 2021 annual general meeting of shareholders to the resolution of the 2022 annual general meeting of shareholders
Wholly owned and holding subsidiaries within the scope of consolidated statements during the period on the date of discussion;
The guarantor and the secured party include but are not limited to the subsidiaries listed in the annex.
3. Guarantee amount
The total amount of this new guarantee does not exceed RMB 8 billion, accounting for the company’s total amount as of 2021
As of December 31, 2012, the proportion of audited net assets was 22.51%, accounting for 22.51% of the company’s total assets as of December 2021
The proportion of total assets audited on the 31st was 6.70%. The allocation of the above new guarantee amount is as follows:
(unit: 100 million yuan)
Up to now, the shareholding of the guarantor accounts for the proportion of the newly increased guarantee amount in the guaranteed balance of the guarantor and the guaranteed party. The proportion of the net assets of the municipal company in the latest guarantee period
Companies with asset liability ratio of 70% and merger
The company and its consolidated subsidiaries are 20.77% and 40.11.25% within the reporting range. No subsidiaries are within the reporting range
The asset liability ratio of subsidiaries is lower than that of the company and merger
70% of subsidiaries within the scope of statements 21.66 40 11.25% no subsidiaries
Total 42.43 80 22.51%
The premise of using the above guarantee amount is that the company is a holding subsidiary and only withdraws according to the shareholding ratio
For guarantee, other shareholders must also provide the same guarantee according to the shareholding ratio.
4. Validity period of guarantee limit: from the date of resolution of the company’s 2021 annual general meeting of shareholders to the public
Until the date of the resolution of the 2022 annual general meeting of shareholders of the company.
5. Guarantee mode: joint and several liability guarantee, guarantee guarantee, mortgage, pledge, etc.
6. Approval authorization: authorize the chairman of the company to sign the guarantee agreement within the validity period of the above quota
The same and relevant legal documents will not be held separately, and the company will perform in accordance with relevant laws and regulations
Bank information disclosure obligations.
2、 Deliberations of the board of directors
On March 25, 2022, the 25th meeting of the seventh board of directors of the company deliberated and approved the proposal on providing guarantee amount for wholly-owned and holding subsidiaries within the scope of consolidated statements, and agreed to start from the date of resolution of the company’s 2021 annual general meeting to the date of resolution of the company’s 2022 annual general meeting, Provide a guarantee amount of 4 billion yuan (including 4 billion yuan) for wholly-owned or holding subsidiaries (including subsidiaries) within the scope of consolidated statements with an asset liability ratio of less than 70%, and 4 billion yuan (including 4 billion yuan) for wholly-owned or holding subsidiaries (including subsidiaries) within the scope of consolidated statements with an asset liability ratio of more than 70%. The premise of using the above guarantee amount is that the company only provides guarantee for the holding subsidiary according to the shareholding ratio, and other shareholders must also provide the same guarantee according to the shareholding ratio.
The guarantee methods are joint and several liability guarantee, guarantee guarantee, mortgage, pledge, etc. The chairman of the company is authorized to sign the guarantee contract and relevant legal documents within the validity period of the above quota, and the board of directors will not be held separately. The company will perform the obligation of information disclosure in accordance with relevant laws and regulations.
This proposal will be submitted to the general meeting of shareholders of the company for deliberation.
3、 Impact on the company
The guarantee provided by the company for subsidiaries and between subsidiaries is conducive to improving financing efficiency and reducing financing costs, and can effectively ensure the normal production and operation of subsidiaries in the company; The guarantee provided by the company for subsidiaries or between subsidiaries is based on the needs of the company’s daily operation and is conducive to the development of the company’s business.
The subject qualification, credit status and approval procedures of external guarantee of the above objects all comply with the relevant provisions of the company’s external guarantee. It is expected that the above guarantees will not bring financial and legal risks to the company. At the same time, the company will reduce the guarantee risk by improving the guarantee management, strengthening financial internal control, monitoring the performance of the guaranteed person’s contract and tracking the economic operation of the guaranteed person in time.
4、 Accumulated amount of external guarantee and overdue guarantee
After all the guarantees occurred, the total amount of external guarantees provided by the company and its holding subsidiaries was RMB 12.759 billion, accounting for 35.90% of the company’s latest audited net assets; Among them, the total amount of guarantees provided by the company and its holding subsidiaries to units outside the consolidated statements was 516 million yuan, accounting for 1.45% of the company’s latest audited net assets.
Up to now, the company and its holding subsidiaries have no overdue guarantee, guarantee involving litigation, etc. It is hereby announced.
Xinjiang Goldwind Science And Technology Co.Ltd(002202) board of directors
March 25, 2022
enclosure:
Preface nature of the company time of establishment registered capital legal representative business scope as of December 31, 2021 (10000 yuan)
Statement No. (10000 yuan) total assets net assets operating income net profit
1 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares wholly-owned March 2010 – Xiong bozeng large-scale wind turbine production and sales; Manufacturing and sales of wind turbine parts. 494044, 493265 — 4.09 copies of Co., Ltd. Ulan 31
Chabu branch
2 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares, wholly-owned, September 200000, 2011 – wholesale and retail wind turbines, including parts; Construction of wind power plants; Provide 934.32136137-55.60 copies of technical consulting services related to wind energy provided by Ecuador (Wanmei) Co., Ltd.; maintenance of wind turbines and transformers in wind farms
Dole branch (yuan).
3 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares wholly-owned August 2014 – Chen Xiaohai large-scale wind turbine and accessories sales, maintenance and technical development in professional fields, 240.53 – 343611 48.57 – 397.70 copies Co., Ltd. Shanghai April 4 technical consultation, engaged in the import and export business of goods and technology.
branch office
4 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares wholly owned June 2016 – sales of Wang Quande large wind turbine and its parts; 499036145361 68.95 – 172.61 copies of technology related to the operation of the wind farm. Services and technical consultation of Xuanhua Co., Ltd. on March 3.
branch office
5 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares wholly-owned may 2017 – Wang Quande large-scale wind turbine production and sales and technology introduction, development and application; Construction and operation of 4871801520425 32.75 – 72.45 copies of the pilot wind farm operated by Xing’an Co., Ltd. on October 10; Manufacturing and sales of wind turbine parts; Relevant fans
Technical services and technical consultation on manufacturing and wind farm construction and operation of the branch company; Wind power generator
Import and export business of the group and its parts and related technologies.
6 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares wholly-owned June 2017 – Wang Quande large-scale wind turbine production and sales and technology introduction, development and application; Construction and operation of 1567248164705-23.24 shares Co., Ltd. Jianning July 7 pilot wind farm; Manufacturing and sales of wind turbine parts; Relevant fans
Technical services and technical consultation on manufacturing and wind farm construction and operation of the branch company; Wind power generator
Import and export business of the group and its parts and related technologies
7 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares wholly-owned September 2017 – production, sales, technology introduction, development and application of lifeI large-scale wind turbine. 2610301884322 611.63 – 785.99 copies Co., Ltd. Zhuanghe, July 7
branch office
8 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares wholly-owned may 2017 – sales of Yang Haiyu large wind turbine; Sales of wind turbine parts; Technical services and technical consultation on the operation of wind farm construction 2374022 651.54454283 48.43 shares Co., Ltd. Binzhou on June 27.
Zhanhua branch
9 Xinjiang Xinjiang Goldwind Science And Technology Co.Ltd(002202) shares wholly-owned August 2017 – production, sales, technology introduction, development and application of Li Haishan wind turbine; Construction and operation 11132511163101000104116115