Securities code: Berry Genomics Co.Ltd(000710) securities abbreviation: Berry Genomics Co.Ltd(000710) Announcement No.: 2022024 Berry Genomics Co.Ltd(000710)
Announcement on providing guarantee for wholly-owned 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
Beijing beiruihekang Biotechnology Co., Ltd. (hereinafter referred to as “Beijing Beirui”), a wholly-owned subsidiary of Berry Genomics Co.Ltd(000710) (hereinafter referred to as “the company”), intends to apply to Bank Of Ningbo Co.Ltd(002142) Beijing Branch for a comprehensive credit of no more than RMB 100 million. In order to ensure that all creditor’s rights within the above credit line can be paid off, the company needs to provide joint and several liability guarantee for all debts formed by Beijing Berry’s use of the above credit line and sign the maximum guarantee contract (hereinafter referred to as “this guarantee”). The 16th meeting of the 9th board of directors of the company deliberated and approved the proposal on providing guarantee for wholly-owned subsidiaries, and the independent directors of the company expressed their independent opinions on the proposal. According to the CSRC’s guidelines on the supervision of listed companies No. 8 – regulatory requirements for capital exchanges and external guarantees of listed companies, the stock listing rules of Shenzhen Stock Exchange, the guidelines on the self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the articles of association and other relevant provisions, this guarantee does not need to be submitted to the general meeting of shareholders for deliberation, and can be implemented after being deliberated and approved by the board of directors. The board of directors authorizes the general manager of the company to handle guarantee matters and sign relevant documents according to the actual daily operation capital needs of Beijing Beirui within the scope of the above comprehensive credit line, and the validity period of the authorization is consistent with the guarantee period agreed in the guarantee agreement.
2、 Basic information of the guaranteed
1. Name: Beijing beiruihekang Biotechnology Co., Ltd
2. Company type: limited liability company (sole proprietorship of legal person)
3. Unified social credit Code: 91110114554825645n
4. Date of establishment: May 18, 2010
5. Legal representative: Gao Yang
6. Registered capital: RMB 360 million
7. Registration place: 801, 8th floor, building 5, courtyard 4, shengshengyuan Road, science and Technology Park, Changping District, Beijing
8. Main business: gene testing services and equipment based on high-throughput sequencing technology, reagent sales 9. Main financial data of the last year:
Unit: Yuan
Company name total assets net assets operating income operating profit net profit
Beijing beiruihekang biotechnology 19957937693715279242775858027719491 -60 Jiangxi Special Electric Motor Co.Ltd(002176) 89 -5060293613. Limited company (single statement)
Beijing beiruihekang biotechnology 29220751901421820409015614222952359918816638921864172234 Co., Ltd. (consolidated statement)
Note: the financial data of 2021 listed in the above table have been audited.
10. Other notes: as of the date of this proposal, Beijing Beirui is not a dishonest person to be executed, and there is no guarantee for units outside the consolidated statements; There is no guarantee involving overdue debts, litigation and the guarantee that should be borne due to judgment.
3、 Main contents of the guarantee agreement
1. Guarantee limit: no more than RMB 100 million
2. Guarantee method: joint and several liability guarantee
3. Guarantee period: two years from the date of expiration of the debtor’s debt performance period. If the debt is due in several tranches, the guarantee period is two years from the date of expiration of each debt performance period
4. Guarantee scope: the principal and interest, overdue interest, compound interest, penalty interest, liquidated damages, damages, legal fees, preservation fees, execution fees, lawyer fees, travel expenses and other expenses for realizing the creditor’s rights under the main contract, double interest during the delay in the performance of effective legal documents and all other expenses payable
4、 Opinions of the board of directors
1. As one of the core enterprises of the company group and the main source of income and profit, this guarantee can provide guarantee for Beijing Berry to obtain and use bank credit, provide daily working capital support for Beijing berry and ensure the sustainable and steady development of the company.
2. As a wholly-owned subsidiary of the company, Beijing Beirui can accurately grasp the financial situation of Beijing Beirui and control its business decisions, which can effectively control and prevent guarantee risks.
3. This guarantee is the continuation of the previous guarantee after its expiration, which can strengthen the company’s credit level, does not involve the counter guarantee provided by Beijing Beirui, and will not increase Beijing Beirui’s additional obligations.
5、 Opinions of independent directors
Independent directors expressed their independent opinions on the proposal on providing guarantee for wholly-owned subsidiaries. 1. As one of the core enterprises of the company group and the main source of income and profit, the company provides guarantee for Beijing berry, which can provide guarantee for Beijing Berry to obtain and use bank credit and provide daily working capital support for Beijing berry; As a wholly-owned subsidiary of the company, Beijing Beirui can accurately grasp the financial situation of Beijing Beirui and control its business decisions, which can effectively control and prevent guarantee risks. 2. The deliberation and voting procedures of the board of directors of the company on this guarantee comply with the requirements of relevant laws and regulations and other normative documents such as the company law, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and there is no illegal guarantee and damage to the interests of shareholders of listed companies.
It is hereby announced.
Berry Genomics Co.Ltd(000710) board of directors April 14, 2022
