Citic Securities Company Limited(600030)
About Longshine Technology Group Co.Ltd(300682)
Verification opinions on providing guarantee to holding subsidiaries in 2021
Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) “, “the sponsor”) as a sponsor of Longshine Technology Group Co.Ltd(300682) (hereinafter referred to as ” Longshine Technology Group Co.Ltd(300682) ,” the company “) publicly issuing convertible corporate bonds, in accordance with the relevant provisions of the measures for the Administration of securities issuance and listing sponsorship business, the guidelines for the recommendation of listed companies of Shenzhen Stock Exchange and the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, Prudently checked the guarantee provided to the holding subsidiary in Longshine Technology Group Co.Ltd(300682) 2021, and issued the following verification opinions:
1、 Overview of guarantee
In order to meet the daily operation and business development capital needs of the company and its wholly-owned and holding subsidiaries and ensure the smooth development of the company’s financing business in 2022, the company expects to provide a guarantee amount of no more than RMB 380 million for wholly-owned and holding subsidiaries when applying for financing business from financial institutions or similar financial institutions in 2022, of which the guarantee amount provided by the company for subsidiaries with asset liability ratio less than 70% is RMB 100 million, The guarantee amount for subsidiaries with asset liability ratio higher than 70% is 280 million yuan.
The guarantee methods include but are not limited to general guarantee, joint and several liability guarantee, mortgage, pledge and other methods. The validity period of the guarantee limit is 12 months from the date of deliberation and approval of the company’s 2021 annual general meeting of shareholders. The above guarantee limit can be recycled within the validity period, and the guarantee balance at any time point within the guarantee period shall not exceed the guarantee limit deliberated and approved by the general meeting of shareholders. For guarantees beyond the following guarantee objects and the total guarantee amount, the company will timely perform the obligations of decision-making and information disclosure in accordance with the regulations.
The company can adjust the guarantee amount between qualified guarantee objects within the above limit according to the actual situation, and the final guarantee amount and term shall be subject to the actually signed guarantee agreement.
For the specific guarantee matters within the above limit, the general meeting of shareholders shall be submitted for approval. The board of directors of the company authorizes the company’s operation and management to sign the contracts and legal documents related to the above guarantee within the limit according to the needs of the actual operation of the company, and the authorization period shall be consistent with the validity period of the above guarantee amount.
The estimated amount of this guarantee needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
The specific guarantee amount is expected to be as follows:
Unit: 10000 yuan
Proportion of the guaranteed party’s new guarantee amount up to the current year
The shareholding ratio of the guarantor is higher than that of the previous guarantee in the latest period, and the balance of assets and liabilities of the guaranteed party of the listed company is the most guaranteed or not (the amount of 10000 yuan, the rate of net capital related parties in the latest period) (the guarantee ratio of 10000 yuan)
Xindiantu technology has indirect shareholding of 158.20% 0100001.56% no limited company 49.66%
Yishiteng technology shares directly hold 100% 12.59% 0100001.56% fulangfen Co., Ltd
Direct shareholding of Xinlang new data technology
Technology Co., Ltd. 53.66%, indirectly holding 132.24% 0100001.56% no technology shares 1.65%
Hanyun Technology Co., Ltd. directly holds 60%, 155.90% 0.3000 0.47% no, the company indirectly holds 2%
Zhongchang Technology Co., Ltd. indirectly holds 56% 101.39% 0.5000 0.78% no company
Note: the latest net assets in the above table are the audited net assets of the company in 2020; The latest asset liability ratio of the guaranteed party is calculated according to the financial data on September 30, 2021.
2、 Basic information of the guaranteed
(I) one of the guarantors
1. Company name: xindiantu Technology Co., Ltd
2. Legal representative: Wang Guangxing
3. Date of establishment: March 10, 2021
4. Registered capital: 50 million yuan
5. Address: room 1149, building B, swan tower, Wuxi Software Park, No. 111, Linghu Avenue, Xinwu District, Wuxi
6. Business scope: Internet information services; Power supply business; Class I value-added telecommunications services; The second category of value-added telecommunications services; Construction engineering design (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: Internet data services; Software development; Software sales; Charging pile sales; Sales of electronic products; Energy conservation management services; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Information system integration service; Sales of communication equipment; Smart Siasun Robot&Automation Co.Ltd(300024) sales; Retail of computer software, hardware and auxiliary equipment; Industrial Siasun Robot&Automation Co.Ltd(300024) installation and maintenance; Car Rental; Advertising design and agency; Advertising production; Advertising release (non radio, television and newspaper publishing units); Repair and maintenance of motor vehicles; Research and development of intelligent Siasun Robot&Automation Co.Ltd(300024) ; Foreign contracted projects (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license)
7. Major shareholders:
Subscribed capital contribution
No. shareholder name amount shareholding ratio (%) (10000 yuan)
1 Xinyao Energy Technology Co., Ltd. 400080
2 Wuxi Zhishen enterprise management partnership (limited partnership) 100020
Total 5 Tcl Technology Group Corporation(000100)
Longshine Technology Group Co.Ltd(300682) indirectly holds 49.66% of the shares of xindiantu Technology Co., Ltd., of which the executive partner of Wuxi Zhishen enterprise management partnership (limited partnership) is Langxin investment management Wuxi Co., Ltd. Longshine Technology Group Co.Ltd(300682) actually controls 68.00% of the shares.
8. Main financial indicators:
Unit: 10000 yuan
Main financial indicators September 30, 2021 (Unaudited) December 31, 2020 (audited)
Total assets 258879 0
Total liabilities 409554 0
Including: bank loan 0
Current loan 0
Net assets -150675 0
Main financial indicators January September 2021 (Unaudited) January December 2020 (audited)
Operating income 202295 0
Total profit -230675 0
Net profit -230675 0
9. Xindiantu Technology Co., Ltd. is not a dishonest executee.
(II) the guaranteed party II
1. Enterprise name: yishiteng Technology Co., Ltd
2. Legal representative: Hou Limin
3. Date of establishment: October 22, 2008
4. Registered capital: 175488857 yuan
5. Address: 4th floor, Zone C, Liye building, University Science Park, No. 97-1, Linghu Avenue, Wuxi
6. Business scope: licensed items: Sales of health food; Internet food sales; Food business; Import and export of goods; Technology import and export; Import and export agency; Internet live broadcasting technical services (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 items shall be subject to the approval results) general items: technical services, technology development, technical consultation, technical exchange, technology transfer and technology promotion; Software development; Manufacturing of household appliances; Radio and television equipment manufacturing (excluding radio and television transmission equipment); Data processing and storage support services; Professional design services; Cultural and entertainment broker services; Education consulting services (excluding education and training activities involving license approval), etc
7. Major shareholders: Longshine Technology Group Co.Ltd(300682) holding 100%
8. Main financial indicators:
Unit: 10000 yuan
Main financial indicators September 30, 2021 (Unaudited) December 31, 2020 (audited)
Total assets 2053459019152746
Total liabilities 25845471364143
Including: bank loan 0
Current loan 0
Net assets 1795004317788603
Main financial indicators January September 2021 (Unaudited) January December 2020 (audited)
Operating income 97506879608620
Total profit 20744612836914
Net profit 18014402442677
9. Yishiteng Technology Co., Ltd. is not a dishonest executee.
(III) three of the guaranteed
1. Company name: Langxin Data Technology Co., Ltd
3. Date of establishment: March 1, 2017
4. Registered capital: 50 million yuan
5. Address: room 1150, building B, swan tower, Wuxi Software Park, No. 111, Linghu Avenue, Xinwu District, Wuxi
6. Business scope: technology research and development, technical consultation, technical services and transfer of technical achievements; Computer software and hardware, information technology, data processing and storage technology, electronic products; Services: information system integration services, engineering management services, computer software and hardware, electronic product design, undertaking multimedia digital engineering, etc
7. Major shareholders:
No. shareholder name subscribed capital contribution amount shareholding ratio (%) (10000 yuan)
1 Longshine Technology Group Co.Ltd(300682) 3,000 60
2 Wuxi Zhiqiang investment partnership (limited partnership) 125025
3 Wuxi Zhifeng enterprise management partnership (limited partnership) 750 15
Total 5 Tcl Technology Group Corporation(000100)
8. Main financial indicators:
Unit: 10000 yuan
Main financial indicators September 30, 2021 (Unaudited) December 31, 2020 (audited)
Total assets 2083232
