Securities code: Sirio Pharma Co.Ltd(300791) securities abbreviation: Sirio Pharma Co.Ltd(300791) announcement Code: 2022020 securities code: 123113 securities abbreviation: xianle convertible bonds
About the company’s application for bank credit to wholly-owned subsidiaries in 2022
Announcement of expected guarantee amount
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.
On April 8, 2022, the seventh meeting of the third board of directors of Sirio Pharma Co.Ltd(300791) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the expected guarantee line for bank credit applied by the company for wholly-owned subsidiaries in 2022. The independent directors of the company have expressed their explicit consent, and the relevant information is hereby announced as follows:
1、 Overview of guarantee
Sirio Pharma Co.Ltd(300791) Technology (Anhui) Co., Ltd. (hereinafter referred to as “Anhui xianle”), a wholly-owned subsidiary of the company, will apply to the bank for loans, drafts or letters of credit from time to time to meet its business development needs or the capital needs of new projects. In order to avoid occupying Anhui xianle’s monetary funds as security deposit, the company plans to provide guarantee for Anhui xianle’s application for bank credit in 2022, with a cumulative guarantee limit of no more than RMB 200 million, and authorizes the company’s management to implement specific matters. This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
2、 Basic information of the guaranteed
Company name Sirio Pharma Co.Ltd(300791) Technology (Anhui) Co., Ltd
Date of establishment: November 14, 2013
Domicile / main production and operation place: No. 1980, Hongqi South Road, Ma’anshan economic and Technological Development Zone
Registered capital: 100 million yuan
Company name Sirio Pharma Co.Ltd(300791) Technology (Anhui) Co., Ltd
Legal representative: Gao Feng
Food production and sales; Production and sales of health food; Production of food additives (excluding dangerous chemicals and precursor drugs); Business scope research, transfer and technical consulting services of life health, nutritional health and Biotechnology; Self operated or acting as an agent for the import and export business of various commodities and technologies (except for the commodities and technologies that are restricted by the state and prohibited from import and export). (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Ownership structure: the company holds 100% equity
Main financial data as of December 31, 2021, the total assets were 1.46 billion yuan and the net assets were 706 million yuan; In 2021, the company realized an operating revenue of 548 million yuan and a net profit of 626632 million yuan.
3、 Accumulated external guarantees and overdue guarantees
As of the disclosure date, the total amount of guarantees provided by the company and its holding subsidiaries to units outside the consolidated statements was RMB 10000; The company’s actual guarantee balance to Anhui xianle, a wholly-owned subsidiary, was 80 million yuan, accounting for 3.67% of the company’s latest audited net assets; The overdue guarantee amount is 0 million yuan.
4、 Description of special opinions
1. Opinions of independent directors
The independent directors of the company believe that it is in the interests of the company and all shareholders for Anhui xianle to apply for a credit line from the bank to meet the capital needs of its business development or new projects and promote the better development of its business in the future. At the same time, the company has comprehensively evaluated the operation, asset quality, solvency and credit status of Anhui xianle, the guaranteed object. The guarantee provided by the company will not affect the normal operation and business development of the company, which is in line with the relevant provisions of the company law of the people’s Republic of China and Sirio Pharma Co.Ltd(300791) articles of association. Therefore, all independent directors unanimously agreed that the company would provide joint and several liability guarantee for the bank credit line applied by the wholly-owned subsidiary Anhui xianle in 2022, with the cumulative guarantee line not exceeding RMB 200 million (the specific guarantee amount shall be subject to the actually signed guarantee contract or the actual occurrence of financing business), authorize the management of the company to implement specific matters and submit them to the general meeting of shareholders of the company for deliberation.
2. Opinions of the board of supervisors
The sixth meeting of the third board of supervisors of the company was held on April 8, 2022, which considered and approved the proposal on the company’s expected guarantee line for bank credit application of wholly-owned subsidiary in 2022. The board of supervisors believed that the company’s guarantee for the bank credit amount applied by wholly-owned subsidiary Anhui xianle is conducive to improving the financing line of Anhui xianle and meeting the capital needs of its business development or new projects, It is in the interests of the company and all shareholders to promote the better development of its business in the future. At the same time, the company has comprehensively evaluated the operation, asset quality, solvency and credit status of the above guaranteed objects, and taken relevant necessary guarantee risk prevention measures. The guarantee provided by the company will not affect the normal operation and business development of the company, which is in line with the relevant provisions of the company law of the people’s Republic of China and Sirio Pharma Co.Ltd(300791) articles of association. Therefore, it is agreed that the company will provide joint and several liability guarantee for the credit line of Anhui xianle, a wholly-owned subsidiary, with the cumulative guarantee line not exceeding RMB 200 million (the specific guarantee amount shall be subject to the actually signed guarantee contract or the actual occurrence of financing business).
5、 Documents for future reference
1. Resolutions of the seventh meeting of the third board of directors of the company;
2. Independent opinions of independent directors on matters related to the seventh meeting of the third board of directors of the company;
3. Resolution of the sixth meeting of the third board of supervisors of the company.
It is hereby announced.
Sirio Pharma Co.Ltd(300791)
Board of directors
April 12, 2002
