Securities code: Beijing Relpow Technology Co.Ltd(300593) securities abbreviation: Beijing Relpow Technology Co.Ltd(300593) Announcement No.: 2022023 Beijing Relpow Technology Co.Ltd(300593)
Announcement on providing bank credit guarantee for wholly-owned subsidiaries
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.
1、 Overview of guarantee
1. Beijing Relpow Technology Co.Ltd(300593) (hereinafter referred to as “the company” and “the company”) held the 14th meeting of the 5th board of directors on April 1, 2022, deliberated and adopted the proposal on providing guarantee for wholly-owned subsidiaries to apply for credit from Citibank and the proposal on providing guarantee for wholly-owned subsidiaries to apply for credit from DBS Bank, It is agreed that the company will provide guarantee for the wholly-owned subsidiary Shenzhen leineng hybrid integrated circuit Co., Ltd. (hereinafter referred to as “Shenzhen leineng”) to apply for a total credit line of no more than 45 million yuan (inclusive) and 52.8 million yuan (inclusive) from Citibank and DBS bank respectively, and authorize the chairman of the company or the authorized agent designated by the chairman of the company to handle relevant businesses, handle relevant procedures and sign relevant legal documents on behalf of the company.
2. According to the relevant provisions of the Shenzhen Stock Exchange GEM Listing Rules and the articles of association, the guarantee amount of this external guarantee does not exceed 10% of the company’s latest audited net assets, and the asset liability ratio of Shenzhen leineng, a wholly-owned subsidiary of the company, does not exceed 70%. It is required to submit it to the board of directors for deliberation and approval, rather than to the general meeting of shareholders for deliberation.
2、 Basic information of the guaranteed
1. Basic information of the guaranteed
Company name: Shenzhen leineng hybrid integrated circuit Co., Ltd
Type: limited liability company (sole proprietorship of legal person)
Date of establishment: April 6, 2003
Address: Room 601, 701, 901, Room 401, room a, room B, Shenzhen Topraysolar Co.Ltd(002218) Yuan Industrial Park, Tianliao community high tech Zone, Yutang street, Guangming District, Shenzhen
Registered capital: 41 million
Legal representative: Chen Yongsheng
Business scope: the production of DC / DC power modules and AC / DC power modules, the design and sales of electronics, power supply and supporting application components, the design and sales of multi-purpose chip module circuits for power supply, and the operation of import and export business (except for the items prohibited by laws, administrative regulations and decisions of the State Council, and the restricted items can be operated only after obtaining permission).
2. Relationship with the company: Shenzhen leineng is a wholly-owned subsidiary of the company
3. Operation of the guaranteed
Unit: Yuan
As of December 31, 2020 and September 30, 2021 (audited) (Unaudited)
Total assets 2307367058343571301827
Total liabilities 875550856124345611527
Including: total bank loans 18600 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 500000000
Total current liabilities 875550856122440383683
Net assets 1431816202219225690300
As of December 31, 2020 and September 30, 2021
(audited) (Unaudited)
Operating income 2342673357131080479957
Total profit 14893594155110056658
Net profit 16133220904750057156
4. Whether it is a dishonest executee: no
3、 Main contents of the guarantee agreement
(I) Citibank
1. Creditor: Citibank (China) Co., Ltd
2. Guarantee amount: 45 million yuan
3. Guarantee period: from the effective date of the contract to the expiration date
4. Guarantee method: guarantee
(II) DBS Bank
1. Creditor: Shenzhen Branch of DBS Bank (China) Co., Ltd
2. Guarantee amount: 52.8 million yuan
3. Guarantee period: subject to the guarantee contract
4. Guarantee method: guarantee
4、 Opinions issued by the board of directors, the board of supervisors and independent directors
1. Opinions of the board of directors
The board of Directors believes that Shenzhen leineng hybrid integrated circuit Co., Ltd. is a wholly-owned subsidiary of the company with good reputation and operation. So far, there is no obvious indication that the company may bear the guarantee liability due to the default of the guaranteed party. The board of directors of the company believes that it has control over its daily operation and is stable. The financial risk of this guarantee is within the control of the company, and the guarantee provided by the company will not damage the interests of the listed company. The 14th meeting of the 5th board of directors of the company approved to provide guarantee for Shenzhen leineng. As it is a wholly-owned subsidiary of the company, no counter guarantee is required.
2. Opinions of independent directors
After deliberation, the independent directors believe that Shenzhen leineng, a wholly-owned subsidiary of the company, has good reputation and operation status. The company has the ability to control its operation and management risks during the guarantee period, and the guarantee will not have an adverse impact on the normal operation and business development of the company. The approval procedure of this guarantee complies with the requirements of relevant laws and regulations, normative documents and relevant systems of the company, is legal and effective, and there is no damage to the legitimate rights and interests of shareholders, especially small and medium-sized shareholders. We agree that the company will provide guarantee for Shenzhen leineng, a wholly-owned subsidiary, to apply for a loan from the bank.
3. Opinions of the board of supervisors
The board of supervisors believes that Shenzhen leineng hybrid integrated circuit Co., Ltd. is a wholly-owned subsidiary of the company, with good reputation and operation. So far, there is no obvious indication that the company may bear the guarantee liability due to the default of the guaranteed party’s debt. The board of supervisors of the company believes that it has control over its daily operation and is stable. The financial risk of this guarantee is within the control of the company, and the guarantee provided by the company will not damage the interests of the listed company. The 14th meeting of the 5th board of supervisors of the company approved to provide guarantee for Shenzhen leineng.
5、 Accumulated external guarantees and overdue guarantees
As of the date of this announcement, the accumulated external guarantee amount of the company and its holding subsidiaries (including this external guarantee) was 207.8 million yuan, accounting for 26.20% of the company’s latest audited net assets; The total balance of guarantee provided was 112.8 million yuan, accounting for 14.22% of the company’s latest audited net assets.
As of the date of this announcement, the guarantee balance provided by the company and its holding subsidiaries to units outside the consolidated statements was RMB 10000, accounting for 0% of the company’s latest audited net assets.
As of the date of this announcement, the company and its subsidiaries have no overdue external guarantee, no external guarantee involving litigation, and no loss due to the judgment of losing the guarantee.
7、 Documents for future reference
1. Resolutions of the 14th meeting of the 5th board of directors of the company;
2. Resolutions of the 14th meeting of the 5th board of supervisors of the company;
3. Independent opinions of independent directors on relevant matters;
4. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
Beijing Relpow Technology Co.Ltd(300593) board of directors
April 1, 2022
