Securities code: Pharmaron Beijing Co.Ltd(300759) securities abbreviation: Pharmaron Beijing Co.Ltd(300759) Announcement No.: 2022017 Pharmaron Beijing Co.Ltd(300759) (Beijing) new drug Technology Co., Ltd
Announcement on the forecast of external guarantee amount 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 major omissions.
Pharmaron Beijing Co.Ltd(300759) (Beijing) new drug Technology Co., Ltd. (hereinafter referred to as “the company” or ” Pharmaron Beijing Co.Ltd(300759) “) held the 18th meeting of the second board of directors on March 25, 2022, deliberated and adopted the proposal on the prediction of the company’s external guarantee limit in 2022. The details are announced as follows:
1、 Overview of guarantee
In order to meet the daily operation and business development capital needs of the company and its holding subsidiaries, Ensure that the company and its subsidiaries apply for comprehensive bank credit from business related parties (including but not limited to banks, financial institutions and other business partners) (including but not limited to handling RMB or foreign currency working capital loans, project loans, trade financing, bank acceptance bills, letters of credit, letter of guarantee, bill discount, factoring, export documentary bills, foreign exchange forward settlement and sales, derivatives and other related businesses) According to the prediction made by the company’s financial department, the company is expected to provide a guarantee amount of no more than RMB 6.4 billion 1 (including equivalent foreign currency, the same below) to its holding subsidiaries in 2022, including RMB 900 million for companies with asset liability ratio greater than or equal to 70% and RMB 5.5 billion for companies with asset liability ratio less than 70%.
The guarantee matters and relevant amounts still in the guarantee period under the guarantee of the company in 2021 are not included in the scope of the above expected guarantee amount in 2022. The guarantee situations within the above limit may include: the company provides guarantee for subsidiaries at all levels of the company. Guarantee methods include but are not limited to guarantee, mortgage, pledge, etc. The company can adjust the guarantee amount between qualified guarantee objects (including new subsidiaries in the future) within the above limit range according to the actual situation. The adjustment of guarantee amount shall not exceed the standard of asset liability ratio exceeding 70%.
1. Note: unless otherwise specified, the unit is RMB
The estimated amount of external guarantee is as follows:
Up to now, the guaranteed party has increased the guarantee limit this time
The guarantee amount of the guarantee balance of the guarantor in the latest period accounts for the net assets of the listed company (RMB billion (the latest guarantee rate of the company is RMB) in the current period
proportion
Pharmaron Beijing Co.Ltd(300759) (Ningbo) technology
Pharmaron Beijing Co.Ltd(300759) Development Co., Ltd. (hereinafter 100% 38.73% 4.96 — no, referred to as “Ningbo technology”)
Pharmaron Beijing Co.Ltd(300759) (Shaoxing) medicine
Shaoxing Co., Ltd. (hereinafter referred to as “Shaoxing Co., Ltd.”)
Pharmaron Beijing Co.Ltd(300759) (Ningbo) biological
Pharmaron Beijing Co.Ltd(300759) Pharmaceutical Co., Ltd. (hereinafter 85% 2.44% – 14 13.82%) no, hereinafter referred to as “Ningbo biomedicine”
Medicine “)
Pharmaron Beijing Co.Ltd(300759) (Beijing) medical
Pharmaron Beijing Co.Ltd(300759) Pharmaceutical Technology Co., Ltd. (100% none – 18 17.77% no, hereinafter referred to as “Beijing Pharmaceutical Department
Technology “)
Pharmaron Beijing Co.Ltd(300759) (Ningbo) pharmaceutical
Pharmaron Beijing Co.Ltd(300759) Pharmaceutical Development Co., Ltd. (100% – 16.13% – 12.11.85% no, hereinafter referred to as “Ningbo Pharmaceutical Development Co., Ltd
Hair “)
Pharmaron Beijing Co.Ltd(300759) (Xi’an) section
Pharmaron Beijing Co.Ltd(300759) Technology Development Co., Ltd. (100% 100.06% – 9 8.89% no, hereinafter referred to as “Xi’an Science and Technology Development Co., Ltd
Exhibition “)
Pharmaron Beijing Co.Ltd(300759) (Chengdu) pro
Pharmaron Beijing Co.Ltd(300759) bed Research Service Co., Ltd. 56.58% – 60.54% – 2 1.97% no
Bed “)
Pharmaron (Hong
Kong) International
Pharmaron Beijing Co.Ltd(300759) limited, i.e. Pharmaron Beijing Co.Ltd(300759) 100% 26.55% 3.19 3 2.96% no (Hong Kong) International Limited
Company (hereinafter referred to as “Xiang”)
Hong Kong International “)
The company follows the principle of prudence and has corresponding authorization system and system process support when carrying out external guarantee.
The proposal on the external guarantee amount will be considered and approved by the 2021 annual general meeting of shareholders to the 2022 annual general meeting of shareholders
Valid before the date of the general meeting.
The above guarantee amount can be recycled. Request the general meeting of shareholders to authorize the chairman of the company
And its authorized representative sign the relevant contracts on the above guarantee matters. The expected matters of the guarantee amount need to be submitted to the general meeting of shareholders of the company for deliberation. This matter does not involve related party transactions. For the guarantee beyond the scope of the above guarantee objects and total amount, the company will perform the corresponding review procedures in accordance with the specific provisions of the company law, Shenzhen Stock Exchange gem stock listing rules, self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies and the articles of association.
2、 Basic information of the guaranteed 1. Ningbo Technology
Name: Pharmaron Beijing Co.Ltd(300759) (Ningbo) Technology Development Co., Ltd
Unified social credit Code: 9133020130890257xk
Date of establishment: January 12, 2015
Address: No. 800, Binhai 4th Road, Hangzhou Bay New Area, Ningbo, Zhejiang
Registered capital (paid in capital: RMB 1100000000):
Legal representative: Boliang Lou
Research, development, technology transfer, technical consultation and technical services of medicinal compounds, chemicals, biological products and Biotechnology; Drug production; Business scope of preparations and chemicals: production of API; Self operated and acting as an agent for the import and export of various goods and technologies, except for the goods and technologies restricted or prohibited by the state; Own houses for rent. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Ownership structure: the company’s direct and indirect subsidiaries holding 100% of the total shares
The financial data of Ningbo technology, a wholly-owned subsidiary of the company related to the company, are as follows:
Unit: 10000 yuan
Accounting period: year 2020 / December 31, 2020 year 2021 / December 31, 2021
Total assets 1917096123450945
Total liabilities 76276229082488
Net assets 1154333914368457
Operating income 515240110712890
Total profit 4721143267938
Net profit 4109432793594
2. Shaoxing company
Name: Pharmaron Beijing Co.Ltd(300759) (Shaoxing) Pharmaceutical Co., Ltd
Unified social credit Code: 91330604ma2894x91l
Date of establishment: January 3, 2017
Address: East Zone, Shangyu economic and Technological Development Zone, Hangzhou Bay
Registered capital (paid in capital: RMB 400000000):
Legal representative: Boliang Lou
Production of new medicinal compounds and pharmaceutical intermediates (non drugs) (with valid drug production license). Business scope of new compound drugs and active ingredient drugs: development, consultation, service and transfer of chemicals, chemical APIs and medicinal compound technology; Sales of chemical raw materials and products (except dangerous chemicals and precursor drugs); Import and export business.
Ownership structure: the company holds 100% equity
The financial data of Shaoxing company, a wholly-owned subsidiary of the company, is as follows:
Unit: 10000 yuan
Accounting period: year 2020 / December 31, 2020 year 2021 / December 31, 2021
Total assets 477876811172768
Total liabilities 8166827194202
Net assets 39620863978566
Operating income —
Total profit -8.59 144.50
Net profit -6.44 108.38
3. Ningbo biomedicine
Name: Pharmaron Beijing Co.Ltd(300759) (Ningbo) biomedical Co., Ltd
Unified social credit Code: 91330201ma2h8jr46w
Date of establishment: October 9, 2020
Address: room 109, building 1, No. 800, Binhai Fourth Road, Hangzhou Bay New Area, Ningbo, Zhejiang Province
Registered capital: 700 million yuan
Legal representative: Boliang Lou
General items: medical research and experimental development; Technical services, technology development and business scope: technical consultation, technical exchange, technology transfer and technology promotion (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license). permit
Project: drug production; Commissioned production of drugs; Technology import and export; Import and export of goods (for items 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).
Equity structure: the company holds 85% equity and Ningbo Kangzhi Zhongsheng enterprise management consulting partnership