Securities code: Hubei Yihua Chemical Industry Co.Ltd(000422) securities abbreviation: Hubei Yihua Chemical Industry Co.Ltd(000422) Announcement No.: 2022033 Hubei Yihua Chemical Industry Co.Ltd(000422)
Announcement on external guarantee
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.
Special risk tips:
Hubei Yihua Chemical Industry Co.Ltd(000422) (hereinafter referred to as “the company” or “the company”) and its holding subsidiaries guarantee 157.83% of the latest audited net assets, 152.87% of the latest audited net assets of listed companies for units with asset liability ratio of more than 70%, and 43.69% of the latest audited net assets for units outside the consolidated statements. Please pay full attention to the guarantee risk.
1、 Overview of guarantee
The company intends to provide guarantee for the loans applied by Qinghai Yihua Chemical Co., Ltd. (hereinafter referred to as “Qinghai Yihua”) and Xinjiang Yihua Chemical Co., Ltd. (hereinafter referred to as “Xinjiang Yihua”) to financial institutions. The main creditors of this guarantee are the business department of Bank of Gansu Co., Ltd. Industrial Bank Co.Ltd(601166) Urumqi branch, Bank Of China Limited(601988) Three Gorges Branch, Industrial And Commercial Bank Of China Limited(601398) Three Gorges Yuting sub branch of Industrial And Commercial Bank Of China Limited(601398) Co., Ltd., Urumqi high tech Zone sub branch of Tianshan agricultural and Commercial Bank Co., Ltd. and Hubei Branch of Export Import Bank of China, with a total guarantee amount of 55.405 million yuan. On April 7, 2022, the company held the fourth meeting of the 10th board of directors, deliberated and adopted the proposal on external guarantee, which is as follows:
1. Provide guarantee for the 300 million yuan loan applied by Qinghai Yihua to the business department of Bank of Gansu Co., Ltd. The guarantee period is 1 year, and the guarantee method is guarantee.
Voting results: 15 in favor, 0 against and 0 abstention.
2. For the 189.5 million yuan loan applied by Xinjiang Yihua to Industrial Bank Co.Ltd(601166) Urumqi branch, guarantee 37.72 million yuan according to the company’s shareholding ratio in Xinjiang Yihua. The guarantee period is 2 years, and the guarantee method is guarantee.
Voting results: 15 in favor, 0 against and 0 abstention.
3. For the 137 million yuan loan applied by Xinjiang Yihua to Bank Of China Limited(601988) Three Gorges Branch, guarantee 27.27 million yuan according to the company’s shareholding ratio in Xinjiang Yihua. The guarantee period is 1 year, and the guarantee method is guarantee.
Voting results: 15 in favor, 0 against and 0 abstention.
4. For the 100 million yuan loan applied by Xinjiang Yihua to the Three Gorges Yiting sub branch of Industrial And Commercial Bank Of China Limited(601398) Co., Ltd., guarantee 19.9 million yuan according to the shareholding ratio of the company in Xinjiang Yihua. The guarantee period is 1 year, and the guarantee method is guarantee.
Voting results: 15 in favor, 0 against and 0 abstention.
5. For the 250.03 million yuan loan applied by Xinjiang Yihua to Urumqi high tech Zone sub branch of Tianshan agricultural and Commercial Bank Co., Ltd., guarantee the 49.76 million yuan loan according to the company’s shareholding ratio in Xinjiang Yihua. The guarantee period is 2 years, and the guarantee method is guarantee.
Voting results: 15 in favor, 0 against and 0 abstention.
6. For the 600 million yuan loan applied by Xinjiang Yihua to Hubei Branch of Export Import Bank of China, guarantee the 119.4 million yuan loan according to the company’s shareholding ratio in Xinjiang Yihua. The guarantee period is 1 year, and the guarantee method is guarantee.
Voting results: 15 in favor, 0 against and 0 abstention.
The agreement on the above guarantee has not been signed.
The above proposal must be submitted to the general meeting of shareholders of the company for deliberation.
2、 Basic information of the guaranteed
(I) basic information of Qinghai Yihua Chemical Co., Ltd
Enterprise name: Qinghai Yihua Chemical Co., Ltd
Legal representative: Peng Xianqing
Registered capital: RMB 80 million
Date of establishment: June 11, 2009
Registered address: xintianbao village, Changning Town, Datong County, Qinghai Province
Business scope: licensed projects: production of hazardous chemicals (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 items: production of chemical products (excluding licensed chemical products); Sales of chemical products (excluding licensed chemical products); Non edible salt processing; Sales of non edible salt; Import and export of goods; Information consulting services (excluding licensed information consulting services) (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license).
Relationship with the company: the company holds 99% of the shares of Qinghai Yihua, and Inner Mongolia Yihua Chemical Co., Ltd., a wholly-owned subsidiary of the company, holds 1% of the shares of Qinghai Yihua. Therefore, Qinghai Yihua is a wholly-owned subsidiary of the company.
Main financial data of Qinghai Yihua: as of December 31, 2021, the total assets are 221552797056 yuan, the total liabilities are 159353586671 yuan (including current liabilities of 157305538325 yuan), and the net assets are 62199210385 yuan; The operating income is 277877067536 yuan, the total profit is 22646991023 yuan and the net profit is 21990139296 yuan.
After inquiry, Qinghai Yihua is not the person who has broken his promise.
(II) basic information of Xinjiang Yihua Chemical Co., Ltd
Xinjiang Yihua Chemical Co., Ltd
Legal representative: Xiong Jun
Registered capital: 4199133458 million yuan
Date of establishment: March 11, 2010
Address: Xinjiang Zhundong economic and Technological Development Zone Branch of market supervision and Administration Bureau of Changji Hui Autonomous Prefecture
Business scope: thermal power generation; Heat production and supply; Production and sales of urea (chemical fertilizer), PVC, calcium carbide, sodium hydroxide, 1,2-dichloroethane, alkylate, hydrochloric acid, methanol, liquid ammonia, sulfuric acid, coal and coal products, cement, cement products and lime; Investment in caustic soda and oxygen industry; Investment in liquid chlorine and sodium hypochlorite industry; Sales of industrial salt (excluding dangerous goods and class I toxic chemicals); Sales of mechanical equipment and chemical equipment; Leasing of machinery and electromechanical equipment; House leasing; Road freight transportation; Technical services, other technical development, consultation, exchange, transfer and promotion services; Import and export of goods and technology; Snack service; Department store retail; Other comprehensive retail. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Relationship with the company: Xinjiang Yihua is a joint-stock company of the company, with the company holding 19.9% and Yichang Xinfa Industry Investment Co., Ltd. holding 80.1%.
Main financial indicators of Xinjiang Yihua: as of December 31, 2021, the total assets were 2026965468693 yuan, the total liabilities were 1748342357761 yuan (including current liabilities of 817382964844 yuan), and the net assets were 278623110931 yuan; The operating income is 776461508669 yuan, the total profit is 188636737202 yuan and the net profit is 165542471769 yuan.
After inquiry, Xinjiang Yihua is not the person who has broken his promise.
3、 Main contents of the guarantee agreement
The total amount of guarantee in this review is 554.05 million yuan, all of which are guarantee guarantees.
After the general meeting of shareholders deliberates and passes the guarantee proposal and the company signs a formal guarantee contract or agreement with relevant financial institutions according to law, the company will bear the guarantee liability according to the effective guarantee contract or agreement.
The board of directors of the company authorizes the management of the company to handle relevant guarantee procedures within the guarantee limit approved by the general meeting of shareholders, and sign relevant guarantee contracts or agreements.
4、 Opinions of the board of directors
1. The bank loans guaranteed for Qinghai Yihua and Xinjiang Yihua are to meet the production and operation capital needs of the guaranteed party. Qinghai Yihua, the guaranteed party, is a subsidiary within the scope of the company’s consolidated statements. The company has control over it, and its financial risk is within the scope that the company can effectively control. The guaranteed party, Xinjiang Yihua, has good asset quality and operation status, and has solvency. The bank loan of Xinjiang Yihua is guaranteed by the shareholder of Xinjiang Yihua according to the equity ratio, that is, the company provides guarantee for Xinjiang Yihua according to the shareholding ratio of 19.9%, and the other shareholder Yichang Xinfa Industry Investment Co., Ltd. provides guarantee for Xinjiang Yihua according to the shareholding ratio of 80.1%. This guarantee method is fair and equal, and does not damage the interests of listed companies.
2. The equity structure of the guarantee object is as follows:
State owned assets supervision and Administration Commission of Yichang municipal people’s Government
100% 51%
Yichang Gao Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) Investment Holding Group Co., Ltd. Hubei Yihua Chemical Industry Co.Ltd(000422) Group Co., Ltd
60% 17.08%
Yichang Xinfa Industrial Investment Co., Ltd
80.1% 19.9% 100%
Yihua in Xinjiang and Yihua in Inner Mongolia
1% 99% Qinghai chemical
5、 Accumulated external guarantees and overdue guarantees
After this guarantee, the total guarantee amount of the company and its holding subsidiaries is 435428 million yuan, accounting for 180.84% of the company’s latest audited net assets; The total balance of guarantees provided by the company and its holding subsidiaries to units outside the consolidated statements was 130597 million yuan, accounting for 54.24% of the latest audited net assets of the listed company; The guaranteed debt is not overdue.
6、 Documents for future reference
1. The resolution of the fourth meeting of the 10th board of directors signed by the attending directors and stamped with the seal of the board of directors;
2. Prior approval opinions of independent directors on matters related to the fourth meeting of the 10th board of directors of the company;
3. Special instructions and independent opinions of independent directors on matters related to the fourth meeting of the 10th board of directors of the company.
It is hereby announced.
Hubei Yihua Chemical Industry Co.Ltd(000422) board of directors
April 7, 2022
