Shanghai Sk Automation Technology Co.Ltd(688155)
Special instructions of independent directors on the external guarantee of the company
In accordance with the relevant provisions of the guidelines for the supervision of listed companies No. 8 - regulatory requirements for capital transactions and external guarantees of listed companies issued by the CSRC, as an independent director of Shanghai Sk Automation Technology Co.Ltd(688155) (hereinafter referred to as the "company"), we have carefully verified the external guarantees of the company in 2021 and made the following special instructions:
The 16th meeting of the second board of directors of the company deliberated and approved the proposal on providing guarantee for wholly-owned subsidiaries, and agreed that the company would apply to Bank Of Shanghai Co.Ltd(601229) Songjiang branch for a financing guarantee or standby letter of credit of no more than 2.6 million euros for the wholly-owned subsidiary skautomation Germany GmbH (Chinese name: Xianhui automation technology Germany Co., Ltd.), Then Bank Of Shanghai Co.Ltd(601229) Songjiang sub branch will issue a working capital loan of no more than 2.6 million euros to Xianhui through Santander Bank of Germany. The board of directors of the company authorizes Mr. Pan Yanqing and his authorized persons to handle the specific matters of providing guarantee within the scope of guarantee limit according to the needs of the actual operation of the company. The guarantee limit and authorization shall be valid within 12 months after being deliberated and approved by the board of directors of the company. The 26th meeting of the second board of directors of the company deliberated and approved the proposal on providing guarantee for wholly-owned subsidiaries, and agreed that the company would provide comprehensive credit guarantee of no more than RMB 100 million to the wholly-owned subsidiary Xianhui automation technology (Wuhan) Co., Ltd., and handle specific matters of providing guarantee within the scope of guarantee limit. The guarantee limit and authorization would be valid within 12 months after being deliberated and approved by the board of directors of the company.
As of December 31, 2021, the balance of external guarantee of the company is RMB 0. The company does not provide guarantee for controlling shareholders and other related parties, unincorporated units or individuals. By the end of the reporting period, the external guarantee amount approved by the company was RMB 121.28 million, accounting for 10.19% of the company's audited net assets attributable to the shareholders of the listed company in 2021, of which the guarantee amount provided by the company to its holding subsidiaries was RMB 121.28 million, accounting for 10.19% of the company's audited net assets attributable to the shareholders of the listed company in 2021. During the reporting period, except for the above matters, the company has no other new external guarantees.
We believe that the above guarantee matters meet the business development needs of the wholly-owned subsidiary, the decision-making procedures of the company's external guarantee are legal and compliant, comply with the provisions of the articles of association and relevant laws and regulations, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders.
Independent directors: Wang Hongxiang, Wang Zhong, Lu Peng April 8, 2022
