Securities code: Tangrenshen Group Co.Ltd(002567) securities abbreviation: Tangrenshen Group Co.Ltd(002567) Announcement No.: 2022052 Tangrenshen Group Co.Ltd(002567)
Announcement on external guarantee provided by 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.
Tangrenshen Group Co.Ltd(002567) hereinafter referred to as “the company” and ” Tangrenshen Group Co.Ltd(002567) 1、 Overview of guarantee 1. The company’s subsidiary Shandong Hemei Group Co., Ltd. (hereinafter referred to as “Shandong Hemei”) plans to provide joint and several liability guarantee for Shandong Hemei and its subsidiaries at all levels (pig, poultry, aquatic products, etc.), dealers and raw material suppliers (hereinafter referred to as “guarantee objects”) to banks and other financial institutions. The maximum total guarantee amount will not exceed 100 million yuan in 2022 and 2023 respectively, The maximum guarantee limit is valid from the date of approval by the general meeting of shareholders to December 31, 2023. Within the above limit, Shandong Hemei can carry out rolling operation within the maximum guarantee limit. 2. The above guarantees are not related party transactions, and the matter needs to be approved by the general meeting of shareholders. 2、 Basic information of the guarantor Shandong Hemei Group Co., Ltd 1. Company name: Shandong Hemei Group Co., Ltd 2. Type: limited liability company 3. Unified social credit Code: 91371 Yinchuan Xinhua Commercial (Group) Co.Ltd(600785) 0362488r 4. Legal representative: Liu Yilin 5. Registered capital: 130 million yuan 6. Date of establishment: January 20, 2006 7. Address: Hemei Industrial Park, No. 8 Daji Road, Huimin County, Binzhou City, Shandong Province 8. Business scope: meat duck breeding; Compound feed (livestock and poultry, aquatic products, young livestock and poultry, breeding livestock and poultry); Production and sales of concentrated feed (livestock and poultry, aquatic products, young livestock and poultry, breeding livestock and poultry); Vitamin premixed feed (livestock, poultry, aquatic products, ruminants); Trace element premixed feed (livestock, poultry, aquatic products, ruminants); Production and sales of compound premixed feed (livestock, poultry, aquatic products and ruminants); Grain purchase; Operating with branches: feed processing and sales; Production and sales of disinfectants (solid) / insecticides (solid), non chlorine disinfectants (liquid) / insecticides (liquid), powders / premixes / powders, granules, tablets and oral solutions; Processing and sales of aquatic products and poultry products (the term of validity shall be subject to the license); Research and development of biological feed, sales of feed and feed raw materials (excluding grain); Import and export business within the scope of filing (for projects subject to approval according to law, business activities can be carried out only with the approval of relevant departments) 9. Main financial data (unit: yuan) December 31, 2020 December 31, 2021 (audited) (Unaudited) Total assets 116668462261137047462368 Total liabilities 6576758123884264182084 Net assets 5090088102352783280284 Project: January December 2020 January December 2021 (audited) (Unaudited) Operating income 714231248126744367552150 Net profit 72648812854882399261 3、 Business model and risk control measures 1. The guarantee objects are only farmers (pigs, poultry, aquatic products, etc.), dealers and raw material suppliers of Shandong Hemei and its subsidiaries at all levels. 2. After obtaining the loan, the guarantee object shall deposit it into the special account of the designated bank, which can only be used to purchase relevant products of the company and repay the principal and interest of the loan. 3. The guarantee object provides counter guarantee to Shandong Hemei: the guarantee object provides counter guarantee to Shandong Hemei with its family housing, pig farm, poultry house and other breeding facilities, land use right, livestock, poultry or aquatic products, production equipment and other properties. 4. Control the proportion of loan amount: the total loan amount of farmers related to the company’s business shall not exceed 30% of their required working capital, and shall not exceed 50% of the fixed assets such as pig farms and barns used by farmers for mortgage; The total amount of dealer loans related to the company’s business shall not exceed 30% of its required working capital, and shall not exceed 70% of the fixed assets such as commercial houses used by dealers for mortgage. 4、 Opinions of the board of directors This time, Shandong Hemei provided guarantee for bank financing for the guarantee object, which is conducive to further stimulating the sales of feed and other products of the company and expanding the industrial scale of the company. The guarantee object provides counter guarantee to Shandong Hemei with its family housing, pig farm, poultry house and other breeding facilities, land use right, livestock, poultry or aquatic products, production equipment and other properties. The risk is controllable and there is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders. 5、 Opinions of independent directors The independent directors believe that the guarantee provided by Shandong Hemei Group Co., Ltd. for farmers (pigs, birds, aquatic products, etc.), dealers and raw material suppliers can effectively solve their direct capital needs. After obtaining the guarantee loan, the guarantee object will be closed and used only for purchasing the company’s feed and repaying the loan principal and interest, which is conducive to consolidating and implementing the company’s industrial chain layout and promoting the coordinated development of the company’s feed and other industries, In line with the company’s development strategy; The company’s decision-making complies with the provisions of relevant laws, regulations and the articles of association, and there is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders. Based on the above opinions, we agree to the proposal on external guarantee provided by subsidiaries. 6、 Verification opinions of the recommendation institution After verification, the sponsor believes that Shandong Hemei provides guarantee for bank financing for the guarantee object, consolidates and implements the layout of the company’s industrial chain, and promotes the coordinated development of the company’s feed and other industries, which is in line with the company’s development strategy. The guarantee object provides counter guarantee to Shandong Hemei with its family housing, pig farm, poultry house and other breeding facilities, land use right, livestock, poultry or aquatic products, production equipment and other properties. The risk is controllable and there is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders. The board of directors has approved the matter, the independent directors have expressed their consent, and the matter needs to be approved by the general meeting of shareholders. In conclusion, the sponsor has no objection to the guarantee provided by Tangrenshen Group Co.Ltd(002567) subsidiary. 7、 External guarantee of the company As of April 11, 2022, the external guarantee balance of the company and its subsidiaries was 6190632 million yuan, accounting for 11.60% of the audited net assets of the company at the end of 2020; The company’s guarantee balance to its subsidiaries was 1977830300 yuan, accounting for 37.06% of the company’s audited net assets at the end of 2020; The amount of overdue guarantee and other basic guarantee deposits of the subsidiary of Hunan Agricultural Co., Ltd. at the end of 2020 is 7.836 million yuan, accounting for the basic risk of overdue guarantee deposits and other basic guarantee reserves of the subsidiary of Hunan Agricultural Co., Ltd. after the audit, which accounts for 7.836 million yuan. It is hereby announced. Tangrenshen Group Co.Ltd(002567) board of directors April 11, 2002
