Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd
About Zhejiang Supcon Technology Co.Ltd(688777) 2022
Verification opinions on applying for comprehensive credit line from the bank and providing guarantee for subsidiaries Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting recommendation Co., Ltd. (hereinafter referred to as ” Shenwan Hongyuan Group Co.Ltd(000166) underwriting recommendation” or “recommendation institution”) as the recommendation institution for Zhejiang Supcon Technology Co.Ltd(688777) (hereinafter referred to as ” Zhejiang Supcon Technology Co.Ltd(688777) ” or “company”) to issue shares for the first time and list on the science and innovation board, In accordance with the measures for the administration of securities issuance and listing recommendation business, the Listing Rules of Shanghai Stock Exchange’s Kechuang board, and the self regulatory guidance No. 1 of Shanghai Stock Exchange’s Kechuang board listed companies – standardized operation, the matters of Zhejiang Supcon Technology Co.Ltd(688777) applying for a comprehensive credit line from the bank and providing guarantee for subsidiaries have been carefully verified. The details are as follows:
1、 Overview of guarantee
Zhejiang Supcon Technology Co.Ltd(688777) held the 11th meeting of the 5th board of directors and the 10th meeting of the 5th board of supervisors on April 9, 2022, deliberated and adopted the proposal on applying for comprehensive credit line from banks and providing guarantee for subsidiaries in 2022. According to the capital demand of the company’s production, operation and investment plan in 2022, in order to ensure the smooth progress of the company’s production and operation, the company and its subsidiaries are expected to apply to the bank for a comprehensive credit line of no more than RMB 4.42 billion in 2022. The details of the credit line and external guarantee line proposed by the company and its subsidiaries in 2022 are as follows:
Relationship between credit subject and listed company credit line guarantor
(10000 yuan) (10000 yuan)
Zhejiang Supcon Technology Co.Ltd(688777) body 375000–
Zhejiang Gongzi Network Co., Ltd., a wholly-owned subsidiary of 20000
Wholly owned subsidiary of Zhejiang central control system engineering Co., Ltd. 5000
Wholly owned subsidiary of Zhejiang zhongkong Software Technology Co., Ltd. 5000
Ningbo zhongkong Automation Technology Co., Ltd., a wholly-owned subsidiary, 5000
Company Zhejiang Supcon Technology Co.Ltd(688777)
Zhejiang Supcon Technology Co.Ltd(688777) (Hong Kong) Limited wholly owned subsidiary 2000
SUPCON international wholly owned subsidiary 5000
HOLDING PTE.LTD.
Wholly owned subsidiary of SUPCON technology 2000
(SINGAPORE) PTE.LTD.
Wholly owned subsidiary of SUPCON technology 2000
(MALAYSIA) SDN.BHD.
Zhejiang zhongkong Fluid Technology Co., Ltd. holding subsidiary 5000
Zhejiang zhongkong Automation Instrument Co., Ltd. public holding subsidiary 5000
department
Zhejiang zhongkong Xizi Technology Co., Ltd. holding subsidiary 4000
Zhongkong marine equipment (Zhejiang) Co., Ltd. public holding subsidiary 1000
department
Supinco automation holding subsidiary 2000
PRIVATE LIMITED
Pt SUPCON technology holding subsidiary 2000
INDONESIA
SUPCON Saudi Co., Ltd. holding subsidiary 2000
Total 442 Infotmic Co.Ltd(000670) 00-
The company provides joint and several liability guarantee for the comprehensive credit line of the above wholly-owned and holding subsidiaries. The validity period is from the date of deliberation and approval of the 2021 annual general meeting to the date of holding the 2022 annual general meeting.
Credit forms include but are not limited to working capital loans, acceptance bills, factoring, letter of guarantee, letter of credit, supply chain finance, international trade financing and foreign exchange derivative transactions. The comprehensive credit line and specific business types are finally subject to the actual approval of the bank. Within the authorization period, the credit line can be recycled.
At the same time, in order to improve work efficiency and handle financing business in time, the board of directors requested the general meeting of shareholders to authorize the chairman of the company and the authorized personnel of the chairman of the board of directors to review relevant matters within the scope of the above credit line and sign relevant financing contracts, vouchers and other documents according to the needs of the actual operation of the company, which will not be reported to the board of directors for deliberation, and will not issue a financing resolution of the board of directors for a single bank.
The guarantee matters need to be submitted to the general meeting of shareholders for deliberation.
2、 Basic information of the guaranteed
1. Automatic instrument
Name: Zhejiang Gongzi Instrument Network Co., Ltd
Enterprise type: other limited liability companies
Date of establishment: May 20, 2020
Registered address: room b213, block B, No. 309, Liuhe Road, Puyan street, Binjiang District, Hangzhou, Zhejiang Province
Legal representative: Guo Biao
Registered capital: 50 million yuan
Business scope: licensed items: class I value-added telecommunications services; Internet information services; Network culture management; Electrical installation services; Production and operation of radio and television programs; Internet sales of publications (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: technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Industrial Internet data service; Computer system services; Information system integration service; Software development; Sales of industrial automatic control system devices; Sales of mechanical equipment; Sales of mechanical and electrical equipment; Internet sales (except sales of goods requiring license); Sales of chemical products (excluding licensed chemical products); Sales of electrical equipment; Instrument sales; Sales of communication equipment; Network equipment sales; Wholesale of computer software, hardware and auxiliary equipment; Sales of metal products; Sales of metal materials; Sales of metal tools; Fire fighting equipment sales; Wire and cable business; Sales of pneumatic and electric tools; Sales of security equipment; Sales of special ceramic products; Sales of labor protection articles; Sales of special labor protection articles; Sales of office supplies; Sales of office equipment and consumables; Lighting appliance sales; Wholesale of hardware products; Wholesale of electronic components; Sales of class I medical devices; Sales of refrigeration and air conditioning equipment; Paint sales (excluding hazardous chemicals); Lubricating oil sales; Fastener sales; Sales of electronic products; Sales of building materials; Sales of special packaging equipment; Sales of special equipment for agricultural and sideline food processing; Sales of special equipment for oil refining and chemical production; Sales of special equipment for plastic processing; Sales of special pharmaceutical equipment; Sales of special equipment for pulping and papermaking; Sales of special equipment for feed production; Sales of special electronic equipment; Sales of special metallurgical equipment; Sales of special equipment for semiconductor devices; Sales of special equipment for environmental protection; Sales of special equipment for rubber processing; Sales of special equipment; Sales of Arts and crafts and etiquette supplies (except ivory and its products); Sales of knitwear and textiles; Luggage sales; Sales of household appliances; Sales of home appliance parts; Wholesale of sporting goods and equipment; Wholesale of cosmetics; Sales of sanitary supplies and disposable medical supplies; Sales of personal hygiene products; Sales of daily necessities; Sales of daily necessities; Sales of paper products; Wholesale of kitchenware, sanitary ware and daily sundries; Furniture sales; Furniture spare parts sales; Import and export of goods; Technology import and export; Import and export agency; Sales of class II medical devices; Electrical equipment repair; General equipment repair; Mechanical equipment leasing; Leasing of computer and communication equipment; Warehousing equipment leasing services; Industrial design services; Advertising design and agency; Advertising release (except for the projects that must be approved according to law, the business activities shall be carried out independently according to law with the business license).
Relationship with listed companies: wholly owned subsidiaries of the company
Main financial data (audited): as of December 31, 2021, total assets: 1 Shandong Weifang Rainbow Chemical Co.Ltd(301035) 9 million yuan, total liabilities: 12909756 million yuan, net assets: 100603 million yuan. In 2021, the operating income was 9212652 million yuan and the net profit was 44600 yuan.
2. Central control system
Name: Zhejiang central control system engineering Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: March 9, 2011
Place of registration: A3, 309 Liuhe Road, Binjiang District, Hangzhou, Zhejiang
Legal representative: Li Hongliang
Registered capital: 50 million yuan
Business scope: development, production, sales and technical services of automatic instrument equipment, mechanical and electronic equipment, design, construction and technical consulting of industrial automation engineering, electromechanical engineering, electronic and intelligent engineering and petrochemical engineering, design, development, maintenance and consulting services of computer software, and import and export business. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Relationship with listed companies: wholly owned subsidiaries of the company
Main financial data (audited): as of December 31, 2021, total assets: 676358200 yuan, total liabilities: 608155700 yuan, net assets: 682025 million yuan. In 2021, the operating income was 2549403 million yuan and the net profit was 5.0472 million yuan.
3. Central control software
Name: Zhejiang zhongkong Software Technology Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: September 9, 2002
Registered address: 4 / F, Zone D, central control science and Technology Park, 309 Liuhe Road, Binjiang District, Hangzhou
Legal representative: Gu Yong
Registered capital: 40 million yuan
Business scope: technology development, technical services and achievement transfer: industrial automation instruments, control systems and computer software; Wholesale and retail: industrial automation instruments (except measurement), control system equipment and accessories; Import and export of goods and technologies (except for projects prohibited by laws and administrative regulations, and projects restricted by laws and administrative regulations can be operated only after obtaining permission); All other legal projects that do not need to be submitted for approval.
Relationship with listed companies: wholly owned subsidiaries of the company
Main financial data (audited): as of December 31, 2021, total assets: 988132 million yuan, total liabilities: 741295 million yuan, net assets: 246837 million yuan. In 2021, the operating income was 645263 million yuan and the net profit was – 361785 million yuan.
4. Ningbo central control
Name: Ningbo central control automation technology Co., Ltd
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Date of establishment: June 7, 2018
Registered address: room 1-1-192, No. 150, Changpu Road, jishigang Town, Haishu District, Ningbo City, Zhejiang Province
Legal representative: Lin Jinyi
Registered capital: 10million yuan
Business scope: wholesale, retail and technical services, technology development and achievement transfer of automation master control equipment, fieldbus control system, safety instrument system and intelligent instruments, wholesale, retail and maintenance of industrial automation instruments, industrial control systems, computer software, computers, electronic equipment and application software, import and export of self operated and agent goods and technologies, Except for the technology of goods whose operation is restricted or prohibited by the state. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Relationship with listed companies: wholly owned subsidiaries of the company
Main financial data (audited): as of December 31, 2021, total assets: 130616 million yuan, total liabilities: 131713 million yuan, net assets: – 109600 yuan. In 2021, the operating income was 288532 million yuan and the net profit was -90200 yuan.
5. Central control fluid
Name: Zhejiang zhongkong Fluid Technology Co., Ltd
Enterprise type: other limited liability companies
Date of establishment: March 30, 2010
Registered address: 1 / F, building 6 and 1 / F, building 7, No. 209, Golf Road, Fuyang District, Hangzhou, Zhejiang Province
Legal representative: Zhang Lei
Registered capital: 51.3 million yuan
Business scope: design, manufacture, sales and after-sales service of instruments and valves, sales and after-sales service of explosion-proof electrical products, and import and export business.
Relationship with listed companies: the company holds 97.33% of the shares of its subsidiaries, and Ding Shaochun holds 2.67% of the shares.
Main financial data (audited): as of December 31, 2021, total assets: 3659932 million yuan, total liabilities: 2239181 million yuan, net assets: 1420752 million yuan. In 2021, the operating income was 321566700 yuan and the net profit was 378002 million yuan.
6. Central control instrument
Name: Zhejiang zhongkong Automation Instrument Co., Ltd
Enterprise type: limited liability company (Taiwan, Hong Kong and Macao)
