Securities code: Sunwoda Electronic Co.Ltd(300207) securities abbreviation: Sunwoda Electronic Co.Ltd(300207) Announcement No.: Xin 2022073 Sunwoda Electronic Co.Ltd(300207)
Announcement on providing guarantee for 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.
1、 Overview of guarantee
1. Zhejiang Sunwoda Electronic Co.Ltd(300207) (hereinafter referred to as “the company” or ” Sunwoda Electronic Co.Ltd(300207) “) Electronics Co., Ltd. (hereinafter referred to as “Zhejiang Sunwoda Electronic Co.Ltd(300207) ” or “the subsidiary”) is a wholly-owned subsidiary of Sunwoda Electronic Co.Ltd(300207) (hereinafter referred to as “Zhejiang Sunwoda Electronic Co.Ltd(300207) ” or “the subsidiary”) due to production and operation needs, it is necessary to apply to banks and other financial institutions for a comprehensive credit line of no more than RMB 1 billion, with a term of no more than 3 years, for handling short-term working capital loans, bank acceptances Trade financing, letter of guarantee, letter of credit, financial leasing and other businesses. Due to the needs of investment in infrastructure, equipment and other projects, Zhejiang Sunwoda Electronic Co.Ltd(300207) needs to apply to banks, financial leasing companies and other institutions for a financing limit of no more than 500 million yuan, with a term of no more than 10 years. Calculated from the effective date of the contract, Sunwoda Electronic Co.Ltd(300207) provides full joint and several liability guarantee for the above comprehensive credit line and project financing line, and Zhejiang Sunwoda Electronic Co.Ltd(300207) provides counter guarantee for Sunwoda Electronic Co.Ltd(300207) in respect of the guarantee.
The above guarantee proposal has been deliberated and adopted at the 30th meeting of the 5th board of directors and the 30th meeting of the 5th board of supervisors held on April 11, 2022. In accordance with the Listing Rules of Shenzhen Stock Exchange gem (revised in 2020) (hereinafter referred to as the “Listing Rules”) According to the requirements of Sunwoda Electronic Co.Ltd(300207) articles of Association (hereinafter referred to as the “articles of association”) and Sunwoda Electronic Co.Ltd(300207) external guarantee management system and other rules and regulations, this proposal needs to be submitted to the general meeting of shareholders for deliberation. The company plans to request the general meeting of shareholders to authorize the chairman’s plenipotentiary representative Sunwoda Electronic Co.Ltd(300207) , within the above approved guarantee limit, to handle the relevant procedures of subsidiaries applying for comprehensive credit line and project financing line guarantee from banks, financial leasing companies and other financial institutions, as well as signing relevant contracts and documents.
2、 Basic information of the guaranteed
Company name: Zhejiang Sunwoda Electronic Co.Ltd(300207) Electronics Co., Ltd
Unified social credit Code: 91330781ma2hr51t04
Legal representative: Yuan Wei
Enterprise type: limited liability company
Date of establishment: March 24, 2020
Registered capital: 100 million yuan
Business scope:
General business items are: general items: manufacturing of electronic components; Wholesale of electronic components; Retail of electronic components; Battery manufacturing; Battery sales; Mold manufacturing; Mold sales; Instrument manufacturing; Instrument sales; Sales of electronic products; General equipment manufacturing (excluding special equipment manufacturing); Plastic products manufacturing; Sales of plastic products; Manufacturing of special equipment for electrical machinery; Engineering and technical research and test development; China trade agency; Sales agent; Non residential real estate leasing (except for the projects that must be approved according to law, carry out business activities independently according to law with the business license). Licensed items: import and export of goods (for items that must be approved according to law, business activities can be carried out only after being approved by relevant departments, and the specific business items shall be subject to the approval results).
Relationship with the company: it is a wholly-owned subsidiary of Sunwoda Electronic Co.Ltd(300207) company.
Operating conditions:
(1) As of December 31, 2021, the audited financial data of Zhejiang Sunwoda Electronic Co.Ltd(300207) are: total assets of 114005933451 yuan, total liabilities of 64394352912 yuan, net assets of 49611580539 yuan, asset liability ratio of 56.48%, operating income of 29210928150 yuan, total profit of -3688801930 yuan and net profit of -3688801930 yuan.
Upon inquiry, China executive information disclosure network（ http://zxgk.court.gov.cn./ ）, as of the disclosure date of this announcement, the above subsidiaries are not dishonest Executees.
3、 Main contents of the guarantee agreement
Sunwoda Electronic Co.Ltd(300207) has not signed an agreement on this guarantee. The guarantee for Zhejiang Sunwoda Electronic Co.Ltd(300207) is full joint and several liability guarantee. The actual guarantee amount, type and term shall be subject to the contract signed after final negotiation, and the final actual guarantee amount will not exceed the guarantee amount granted this time.
4、 Counter guarantee
This guarantee is conducive to the daily operation and development of the subsidiary. In this guarantee, Zhejiang Sunwoda Electronic Co.Ltd(300207) provides counter guarantee for Sunwoda Electronic Co.Ltd(300207) . In line with the development plan of the company and the interests of shareholders. The guaranteed subsidiary has normal business activities, good credit status and solvency. The company provides full joint and several liability guarantee for the subsidiary, and the risk is controllable.
5、 Opinions of the board of directors
The board of Directors believes that the guarantee provided by the company for Zhejiang Sunwoda Electronic Co.Ltd(300207) is for the production and operation, investment, infrastructure, equipment and other projects of the subsidiary. The company provides full joint and several liability guarantee for the comprehensive credit line and project financing line of Zhejiang Sunwoda Electronic Co.Ltd(300207) to ensure its stable production and operation and improve the efficiency of capital use, which is in line with the overall interests of the company. Meanwhile, Zhejiang Sunwoda Electronic Co.Ltd(300207) provides counter guarantee for Sunwoda Electronic Co.Ltd(300207) . After careful discussion, we believe that the risk of this guarantee is controllable and agree to this guarantee.
6、 Opinions of independent directors
The guaranteed party Zhejiang Sunwoda Electronic Co.Ltd(300207) needs to apply to banks and other financial institutions for a comprehensive credit line of no more than 1 billion yuan (including), with a term of no more than 3 years (including), for handling long-term and short-term working capital loans, bank acceptance bills, trade financing, letter of guarantee, letter of credit, financial leasing and other businesses. Due to the needs of investment in infrastructure, equipment and other projects, Zhejiang Sunwoda Electronic Co.Ltd(300207) needs to apply to banks, financial leasing companies and other institutions for a financing limit of no more than 500 million yuan, with a term of no more than 10 years. The company provides full joint and several liability guarantee for the comprehensive credit line and project financing line applied by Zhejiang Sunwoda Electronic Co.Ltd(300207) and Zhejiang Sunwoda Electronic Co.Ltd(300207) provides counter guarantee for Sunwoda Electronic Co.Ltd(300207) at the same time. The guaranteed subsidiary has normal business activities, good credit status and solvency. The company provides full joint and several liability guarantee for the subsidiary, and the risk is controllable.
Sunwoda Electronic Co.Ltd(300207) can effectively control and prevent risks. The contents and decision-making procedures of this guarantee comply with the listing rules, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and other relevant laws, regulations and normative documents, as well as the provisions of the articles of association, and there is no damage to the interests of the company and shareholders.
Therefore, we agree that Sunwoda Electronic Co.Ltd(300207) provides guarantee for the subsidiary’s application for credit line from banks and other financial institutions.
7、 Accumulated external guarantees and overdue guarantees
As of the date of this announcement, the total amount of this guarantee accounted for 10.91% of the company’s audited net assets as of December 31, 2021; The external guaranteed balance of the company and its subsidiaries is 723032630994 yuan, accounting for 52.59% of the audited net assets of the company as of December 31, 2021. All are guarantees provided by the company for subsidiaries. The company and its subsidiaries have no overdue external guarantee.
8、 Documents for future reference
1. Resolution of the 30th meeting of the 5th board of directors.
2. Resolution of the 30th meeting of the 5th board of supervisors.
3. Independent directors’ independent opinions on relevant matters of the 30th meeting of the Fifth Board of directors.
It is hereby announced.
Sunwoda Electronic Co.Ltd(300207) board of directors
April 13, 2022
