Securities code: Safbon Water Service (Holding) Inc.Shanghai(300262) securities abbreviation: Safbon Water Service (Holding) Inc.Shanghai(300262) Announcement No.: 2022016 Safbon Water Service (Holding) Inc.Shanghai(300262)
Announcement on signing equity pledge agreement and equity pledge of 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 equity pledge
Safbon Water Service (Holding) Inc.Shanghai(300262) (hereinafter referred to as “the company”) and China Galaxy Securities Co.Ltd(601881) Asset Management Co., Ltd. (hereinafter referred to as “Galaxy assets”) signed the main guarantee contract (debt restructuring contract) numbered galaxy-zbsc-2021-a-02-011 on September 30, 2021. For details, please refer to the announcement on the restructuring of “17 ba’an bonds” (Announcement No.: 2021138) disclosed by the company on cninfo.com. At the request of Galaxy assets, the company and its investment partnership Nanchang ba’an boning environmental protection industry investment center (limited partnership) (hereinafter referred to as “Nanchang ba’an”) provide pledge guarantee for the above debt restructuring contract with their 29.5% equity and 70% equity of Jiangxi Pohu low carbon environmental protection Co., Ltd. (hereinafter referred to as “Pohu environmental protection”), And sign the equity pledge agreement numbered galaxy-zbsc-2022-a-02-001 for this purpose; Pohu environmental protection, a wholly-owned subsidiary of the company, provided pledge guarantee for the above debt restructuring contract with 100% equity of its wholly-owned subsidiaries Ganzhou Nankang ba’an water purification Co., Ltd., Zhangshu Shangde Environmental Protection Engineering Co., Ltd., Xinyu ba’an water purification Co., Ltd., Anfu ba’an water purification Co., Ltd., Lichuan ba’an water purification Co., Ltd. and Gongqing city ba’an environmental protection Co., Ltd, And signed the equity pledge agreement numbered galaxy-zbsc-2022-a-02-002 for this purpose.
2、 Approval procedures for this transaction and equity pledge
On April 6, 2022, the proposal on signing the equity pledge agreement with China Galaxy Securities Co.Ltd(601881) Asset Management Co., Ltd. was deliberated and approved at the 35th meeting of the Fourth Board of directors and the 26th meeting of the Fourth Board of supervisors of the company, and the company was agreed to provide pledge guarantee for the above debt restructuring contract with 29.5% equity of Pohu environmental protection. This proposal still needs to be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
Nanchang ba’an plans to hold the first partners’ meeting in 2022 on April 25 to consider the proposal on signing the equity pledge agreement with China Galaxy Securities Co.Ltd(601881) Asset Management Co., Ltd; Pohu environmental protection plans to hold the first extraordinary general meeting of shareholders in 2022 on April 25 to consider the proposal on signing the equity pledge agreement with China Galaxy Securities Co.Ltd(601881) Asset Management Co., Ltd.
3、 Basic information of the pledge target company
(I) information of the subject company of equity pledge agreement (No.: galaxy-zbsc-2022-a-02-001):
1. Jiangxi Pohu low carbon environmental protection Co., Ltd
Enterprise type: other joint stock limited companies (unlisted)
Date of establishment: October 26, 2010
Registered address: No. 2, building 5, zone 10, Beishan new village, Nanchang Economic and Technological Development Zone, Nanchang City, Jiangxi Province
Legal representative: Wang Xian
Registered capital: 260 million yuan
Business scope: technology development, technology transfer, technical consultation and technical services in the field of environmental protection and energy-saving technical facilities; China’s trade (excluding items prohibited by the state); Engage in the import and export of goods and technology; Civil and architectural works; Software services; Investment and construction of water supply, water treatment, new energy, environmental protection and other infrastructure and environmental protection public service facilities; Construction and operation of various sewage treatment plants. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(II) information of the subject company of the equity pledge agreement (No.: galaxy-zbsc-2022-a-02-002):
1. Ganzhou Nankang ba’an water purification Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: October 30, 2020
Registered address: East Industrial Zone, Longling Town, Nankang District, Ganzhou City, Jiangxi Province
Legal representative: Wang Jinxu
Registered capital: 5 million yuan
Business scope: production and supply of tap water, import and export of goods, import and export of technology, various engineering construction activities, construction engineering design (projects subject to approval according to law can only be carried out with the approval of relevant departments) general projects: Sales of special chemical products (excluding dangerous chemicals), research and development of unconventional water source utilization technology, sewage treatment and recycling, water pollution control, water environment pollution prevention and control services, Technical services, technology development, technical consultation, technology exchange, technology transfer, technology promotion, China trade agency, software outsourcing services, environmental protection consulting services (except for licensed business, it can independently operate projects not prohibited or restricted by laws and regulations)
2. Zhangshu Safbon Water Service (Holding) Inc.Shanghai(300262) Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by natural person)
Date of establishment: June 13, 2019
Registered address: the intersection of Qingjiang North Third Road and Jingkai East first road, Chengbei economic and Technological Development Zone, Zhangshu City, Yichun City, Jiangxi Province
Legal representative: Wang Xian
Registered capital: 5 million yuan
Business scope: engineering design, consultation, equipment installation and commissioning of environmental protection water treatment, sewage treatment and drinking water treatment systems; Water treatment equipment, urban sewage treatment equipment and drinking water equipment; Municipal Engineering; Mechanical and electrical equipment installation works; Pipework; Technical services and technical consultation in the field of environmental protection engineering; Environmental protection, architectural engineering design, construction, installation and maintenance. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
3. Xinyu ba’an water purification Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: October 30, 2020
Registered address: No. 8, xiamuyuan village, zhouyu village committee, Liangshan Town, Yushui District, Xinyu City, Jiangxi Province
Legal representative: Wang Jinxu
Registered capital: 5 million yuan
Business scope: production and supply of tap water, import and export of goods, import and export of technology, various engineering construction activities, construction engineering design (projects subject to approval according to law can only be carried out with the approval of relevant departments). General projects: sewage treatment and recycling, water pollution control, water environment pollution prevention and control services, technical services, technology development, technical consultation, technical exchange, technology transfer and technology promotion, China’s trade agency, software outsourcing services, environmental protection consulting services (in addition to licensing business, it can independently operate projects not prohibited or restricted by laws and regulations)
4. Anfu ba’an water purification Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: October 21, 2020
Registered address: ZengShi village, Fengtian Town, Anfu county, Ji’an City, Jiangxi Province
Legal representative: Wang Jinxu
Registered capital: 5 million yuan
Business scope: import and export of goods, import and export of technology, various engineering construction activities, construction engineering design (projects subject to approval according to law can only be carried out after being approved by relevant departments) general projects: sewage treatment and recycling, water pollution control, water environment pollution prevention and control services, technical services, technology development, technical consultation, technical exchange, technology transfer, technology promotion, China trade agency, Software outsourcing service and environmental protection consulting service (except for licensed business, it can independently operate projects not prohibited or restricted by laws and regulations)
5. Lichuan ba’an water purification Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: November 11, 2020
Registered address: Industrial Park, Lichuan County, Fuzhou City, Jiangxi Province
Legal representative: Wang Jinxu
Registered capital: 5 million yuan
Business scope: import and export of goods, import and export of technology, various engineering construction activities, construction engineering design (projects subject to approval according to law can only be carried out with the approval of relevant departments). General projects: sewage treatment and recycling, environmental protection consulting services, resource recycling technology research and development, resource recycling services, technical consulting, technical services, technology development, technical consulting, technical exchange, technology transfer Technology promotion, China trade agency, intellectual property services, water pollution control, water environmental pollution prevention and control services, software outsourcing services (in addition to licensing business, it can independently operate projects not prohibited or restricted by laws and regulations) 6. Gongqing city ba’an environmental protection Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: November 9, 2020
Registered address: planned Huanhua Road, Zhangshu salt base, Yichun City, Jiangxi Province
Legal representative: Wang Jinxu
Registered capital: 5 million yuan
Business scope: technology import and export, goods import and export, construction engineering design, various engineering construction activities (projects subject to approval according to law can only be carried out with the approval of relevant departments). General projects: sewage treatment and recycling, water environment pollution prevention and control services, environmental protection consulting services, technical services, technology development, technical consultation, technical exchange, technology transfer, technology promotion, software outsourcing services, China Trade Agency (in addition to licensing business, it can independently operate projects not prohibited or restricted by laws and regulations)
4、 Basic information of the counterparty
Company name: China Galaxy Securities Co.Ltd(601881) Asset Management Co., Ltd
Social Credit Code: 9111 Shenzhen Neptunus Bioengineering Co.Ltd(000078) 09519w
Registered capital: 1000000 yuan
Registered address: units 401-01 and 401-03, 4th floor, building 9, Financial Street, Xicheng District, Beijing
Legal representative: Li Mei
Business scope: to acquire and entrust non-performing assets of financial institutions, and to manage, invest and dispose of non-performing assets; Converting creditor’s rights into equity, and investing, managing and disposing of equity assets; Fixed income securities investment; Issuing financial bonds, inter-bank borrowing and commercial financing from other financial institutions; Bankruptcy administration; Financial, investment, legal and risk management consulting and consultant; Assets and project evaluation; Approved asset securitization business, custody of financial institutions and closure and liquidation business; Non-performing assets business of non-financial institutions; Other banking business approved by the banking regulatory authority of the State Council.
(“1. Without the approval of relevant departments, it is not allowed to raise funds in public; 2. It is not allowed to carry out securities products and financial derivatives trading activities in public; 3. It is not allowed to issue loans; 4. It is not allowed to provide guarantees to other enterprises other than the invested enterprises; 5. It is not allowed to promise investors that the investment principal will not be lost or the minimum income will be promised” ； Market entities independently choose business projects and carry out business activities according to law; For projects subject to approval according to law, business activities shall be carried out according to the approved contents after being approved by relevant departments; It is not allowed to engage in the business activities of projects prohibited and restricted by the industrial policies of the state and this Municipality.)
5、 Main contents of equity pledge agreement
(I) main contents of equity pledge agreement (No.: galaxy-zbsc-2022-a-02-001):
Pledgee: China Galaxy Securities Co.Ltd(601881) Asset Management Co., Ltd
Pledgor 1: Safbon Water Service (Holding) Inc.Shanghai(300262)
Pledgor 2: Nanchang ba’an boning environmental protection industry investment center (limited partnership)
Pledge object: Jiangxi Pohu low carbon environmental protection Co., Ltd. has a total equity of 99.5%.
(II) main contents of equity pledge agreement (No.: galaxy-zbsc-2022-a-02-001):
Pledgee: China Galaxy Securities Co.Ltd(601881) Asset Management Co., Ltd
Pledgor: Jiangxi Pohu low carbon environmental protection Co., Ltd
Pledge object: Ganzhou Nankang ba’an water purification Co., Ltd., Zhangshu Safbon Water Service (Holding) Inc.Shanghai(300262) Co., Ltd., Xinyu ba’an water purification Co., Ltd., Anfu ba’an water purification Co., Ltd., Lichuan ba’an water purification Co., Ltd. and Gongqing city ba’an environmental protection Co., Ltd., with 100% equity of six companies.
6、 Impact on Listed Companies
This pledge has fully considered the company’s current capital status and actual operation, conforms to the company’s business strategy and is conducive to promoting the company’s long-term development. The decision-making process is in strict accordance with relevant laws, regulations and relevant systems of the company, has no significant impact on the company’s financial status and operation results, and does not damage the interests of listed companies and shareholders, especially small and medium-sized shareholders.
7、 Documents for future reference
1. Resolution of the 35th meeting of the 4th board of directors
2. Resolution of the 26th meeting of the 4th board of supervisors
3. Equity pledge agreement (No.: galaxy-zbsc-2022-a-02-001)
4. Equity pledge agreement (No.: galaxy-zbsc-2022-a-02-002)
It is hereby announced.
Safbon Water Service (Holding) Inc.Shanghai(300262) board of directors April 6, 2022
