China Merchants Securities Co.Ltd(600999)
About Shanghai Putailai New Energy Technology Co.Ltd(603659)
Add the verification opinions on the guarantee amount of wholly-owned and holding subsidiaries in 2022 China Merchants Securities Co.Ltd(600999) (hereinafter referred to as " China Merchants Securities Co.Ltd(600999) " or "sponsor") as the sponsor of Shanghai Shanghai Putailai New Energy Technology Co.Ltd(603659) New Energy Technology Co., Ltd. (hereinafter referred to as "company" or " Shanghai Putailai New Energy Technology Co.Ltd(603659) ") for non-public issuance of A-Shares in 2020, In accordance with the provisions of laws and regulations such as the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shanghai Stock Exchange, the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 11 - continuous supervision, and the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 1 - standardized operation, the guarantee amount of Shanghai Putailai New Energy Technology Co.Ltd(603659) newly added wholly-owned and holding subsidiaries in 2022 was carefully verified, The verification conditions and opinions are as follows:
1、 Overview of guarantee
(I) basic information of guarantee
Reduce the financing cost and improve the financing efficiency of the wholly-owned company (hereinafter referred to as "wholly-owned company"); After comprehensively analyzing the profitability, solvency and risk control ability of the company's wholly-owned and holding subsidiaries, the company plans to increase the guarantee amount of 3890 million yuan on the basis of the guarantee amount for the wholly-owned and holding subsidiaries in 2022 approved by the fourth extraordinary general meeting of shareholders in 2021. The validity period of the above-mentioned new guarantee limit is from the date of deliberation and approval by the general meeting of shareholders to December 31, 2022. The specific guarantee period shall be subject to the guarantee agreement. The details of the newly increased guarantee amount are as follows:
Unit: 10000 yuan
As of March 2022, the year 2022 has been approved. After the proposed new addition, the guarantee amount of the total guarantee amount approved but not used by the guarantor and the guaranteed person in 2022 on the 18th of 2022
Company and subsidiary Jiangxi Zichen 9345014955030000 273000
Company and subsidiary Liyang Zichen 127456059254401500087000
Company and subsidiary Sichuan Zichen - 1 Shenzhen Zhongjin Lingnan Nonfemet Co.Ltd(000060) 000 70000
The company and its subsidiaries Inner Mongolia Zichen Xingfeng 15 Yihua Healthcare Co.Ltd(000150) 00
The company and its subsidiary Shenzhen xinjiatuo 5 C.Q.Pharmaceutical Holding Co.Ltd(000950) 0050 Yihua Healthcare Co.Ltd(000150) 000
Company and subsidiary Jiangxi Jiatuo - 10000 - 10000
The company and its subsidiary Ningde Jiatuo 1000, 3000 - 4000
Company and subsidiary Jiangsu Jiatuo - 60000 - 60000
Company and subsidiary Dongguan Chaohong - 6000 - 6000
Company and subsidiary Guangdong Jiatuo - 320 Jinzai Food Group Co.Ltd(003000) 0 62000
Company and subsidiary Dongguan Jiatuo - 30000 - 30000
Company and subsidiary Guangdong zhuogo - 60000 - 60000
The company and its subsidiaries Dongguan zhuogo - 4000 - 4000
The company and its subsidiary Ningde zhuogo 108 Chang Jiang Shipping Group Phoenix Co.Ltd(000520) 0020000180000
Company and subsidiary Jiangsu zhuogo 2580074200 - 100000
Company and subsidiary Liyang Yuequan - 5 Tcl Technology Group Corporation(000100) 00
Company and subsidiary Liyang Zhuoyue - 1 Tianma Microelectronics Co.Ltd(000050) 0015000
Company and subsidiary Sichuan zhuoqin - 1000015 Konka Group Co.Ltd(000016) 0000
Company and subsidiaries Guangdonghectechnologyholdingco.Ltd(600673) fluororesin - 6 Shenzhen Zhongheng Huafa Co.Ltd(000020) 000 80000
Company and subsidiary Liyang Jidun - 1 Xj Electric Co.Ltd(000400) 05000
Company and subsidiary Hainan Shanghai Putailai New Energy Technology Co.Ltd(603659) - 5000 - 5000
Total 26099560736004403890001386000
Note: as of March 18, 2022, the actual total amount of external guarantees of the company was 9.224 billion yuan.
(II) internal decision-making procedures for the performance of this guarantee
On March 28, 2022, the fourth meeting of the third board of directors of the company deliberated and adopted the proposal on adding the guarantee amount for wholly-owned and holding subsidiaries in 2022. This matter still needs to be submitted to the general meeting of shareholders of the company for deliberation. 2、 Basic information of the guaranteed
(I) basic information of the guaranteed
Unless otherwise specified, the data of the following guarantors are the data of December 31, 2021 or January December 2021, and the unit is RMB 10000.
1. Jiangxi Zichen
Company name: Jiangxi Zichen Technology Co., Ltd. established on December 21, 2012
The registered capital is 250 million yuan
Legal representative: Liu Fang unified social credit Code: 913609210588363379
Registered address: Fengxin Industrial Park, Fengxin County, Yichun City, Jiangxi Province
Technical development, production and sales, industrial investment, investment project management, investment consulting service business scope of lithium-ion battery negative electrode materials and new graphite (carbon composite negative electrode materials, silicon negative electrodes, composites of silicon carbon graphite system) (except brokerage) (except for the above projects with special provisions of the state), self-supporting and acting as an agent for the import and export of various commodities and technologies, Except for the commodities and technologies that the state restricts the company to operate or prohibits the import and export. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
The total assets are 4791935800 yuan, the total liabilities are 24866909 yuan, and the net assets are 2305244900 yuan
The operating income is 57445885 million yuan and the net profit is 877483 million yuan
2. Liyang Zichen
Company name: Liyang Zichen New Material Technology Co., Ltd. established on September 30, 2017
The registered capital is 370 million yuan and the paid in capital is 370 million yuan
Legal representative: Liu Fang unified social credit Code: 91320481ma1r94b701
Registered address: No. 588, Chengbei Avenue, Kunlun Street, Liyang City
Research and development of nano materials, research and development, production and sales of composite materials within the business scope of lithium-ion battery cathode materials, carbon composite cathode materials, silicon cathode and silicon carbon graphite system, industrial investment, self support and agency of import and export business of various commodities and technologies. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
The total assets are 1964026500 yuan, the total liabilities are 1513641800 yuan, and the net assets are 450384700 yuan
The operating income is 2 Gl Tech Co.Ltd(300480) 600 yuan and the net profit is 86108900 yuan
3. Sichuan Zichen
Company name: Sichuan Zichen Technology Co., Ltd. established on January 15, 2021
The registered capital is 80 million yuan and the paid in capital is 10 million yuan
Legal representative: Liu Fang unified social credit Code: 91510183ma674qd42g
Registered address: No. 456, Tianlai 1st Road, new energy and new material industry functional zone, Tianfu new area, Qionglai City
Licensed items: technology import and export; Import and export of goods (items subject to approval according to law can only be carried out after being approved by relevant departments, and the specific business items shall be subject to the approval documents or licenses of relevant departments) I. General Items of business scope: manufacturing of graphite and carbon products; Sales of graphite and carbon products; Research and development of new material technology; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion (except for projects that must be approved according to law, business activities shall be carried out independently according to law with business license).
The total assets are 173.31 million yuan, the total liabilities are 166554 million yuan, and the net assets are 6.8046 million yuan
The operating income is 24900 yuan and the net profit is -3249500 yuan
4. Shenzhen xinjiatuo
Company name: Shenzhen xinjiatuo Automation Technology Co., Ltd. established on March 22, 2013
company
The registered capital is 30 million yuan and the paid in capital is 30 million yuan
Legal representative: Chen Wei unified social credit Code: 91440 Beijing Highlander Digital Technology Co.Ltd(300065) 4989030
Registered address: Building B, No. 6, LanJin 21st Road, Pingshan New District, Shenzhen
General business items are: software development; Import and export of goods and technology. Manufacturing of mechanical and electrical equipment; General mechanical equipment installation services; Information technology consulting services; Industrial Internet data service; Business scope of data processing and storage
