Securities code: Nanya New Material Technology Co.Ltd(688519) securities abbreviation: Nanya New Material Technology Co.Ltd(688519) Announcement No.: 2022023
Nanya New Material Technology Co.Ltd(688519)
Announcement on providing guarantee for the wholly-owned subsidiary Nanya New Material Technology Co.Ltd(688519) material technology (Jiangxi) Co., Ltd
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Name of the guaranteed: Nanya New Material Technology Co.Ltd(688519) material technology (Jiangxi) Co., Ltd. (hereinafter referred to as “Jiangxi South Asia”), which is a wholly-owned subsidiary of Nanya New Material Technology Co.Ltd(688519) (hereinafter referred to as “the company”).
As of the disclosure date of this announcement, the guarantee balance actually provided by the company for Jiangxi South Asia was 2807166573000 yuan;
Whether there is counter guarantee in this guarantee: none.
Cumulative amount of overdue external guarantee: the company has no overdue external guarantee.
This guarantee needs to be submitted to the general meeting of shareholders for deliberation.
1、 Overview of guarantee
In order to support the business development needs of Jiangxi South Asia and solve its financing problems, the company plans to provide guarantees for the financing, asset pool and other borrowings within the bank credit line applied by Jiangxi South Asia to banks and other institutions. The total amount of guarantees within the approved validity period shall not be higher than RMB 2120 million. This matter shall be valid within 12 months from the date of adoption by the general meeting of shareholders. The general meeting of shareholders authorizes the legal representative of the company or the authorized agent designated by the legal representative to handle the guarantee within the total amount according to the actual business needs.
2、 Basic information of the guaranteed
1. Company name: Nanya New Material Technology Co.Ltd(688519) material technology (Jiangxi) Co., Ltd
2. Company domicile: No. 226, Shenzhen Avenue, Jinggangshan economic and Technological Development Zone, Ji’an City, Jiangxi Province
3. Legal representative: Zhang Dong
4. Registered capital: 233.3 million yuan
5. Enterprise type: limited liability company
6. Business scope: production, sales, R & D, technology development and technical consulting services of all kinds of copper clad laminate and adhesive sheet materials; Operate import and export business (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments).
7. The guarantor is a wholly-owned subsidiary of the company.
8. Whether there are major events affecting the guaranteed’s solvency: no
9. Main financial data:
Unit: RMB 10000
Project December 31, 2021 March 31, 2022 (audited) (Unaudited)
Total assets 2873346429501801
Total liabilities 1242731212742036
Net assets 1630615216759765
Asset liability ratio 43.25% 43.19%
Project from January 2021 to March 2022
Operating income 214887495939142
Net profit 2297665453613
3、 Main contents of the guarantee agreement
In addition to the guarantee agreement still being performed, the company has not signed a new guarantee agreement at present. The total amount of the above planned guarantee is only the guarantee amount to be provided by the company. The specific guarantee amount, guarantee type and guarantee method need to be reviewed and approved by the bank or relevant financial institutions, and the actually signed contract shall prevail.
4、 Reasons and necessity of guarantee
In order to meet the needs of the daily operation of the wholly-owned subsidiary and solve its financing problems, it is conducive to supporting its sound development. The guaranteed object has stable operation and financial status and is able to repay the due debts. At the same time, the company has absolute control over the wholly-owned subsidiary. The company has less guarantee risk and will not affect the interests of the company and all shareholders.
5、 Opinions of the board of directors
(I) deliberations of the board of directors
On April 14, 2022, the company held the 13th meeting of the second board of directors. The proposal on providing guarantee for the wholly-owned subsidiary Nanya New Material Technology Co.Ltd(688519) material technology (Jiangxi) Co., Ltd. was deliberated and adopted by 9 votes in favor, 0 against and 0 abstention.
(II) opinions of independent directors
The independent directors believe that the company’s guarantee for Jiangxi South Asia is to meet the needs of the daily operation of the wholly-owned subsidiary, help support its sound development, the operation and financial status of the guarantee object is stable, and the guarantee risk is controllable. The review procedures comply with relevant laws and regulations, the articles of association and other relevant provisions, and there is no situation that damages the interests of the company and minority shareholders. Therefore, the independent directors agree that the company guarantees Jiangxi South Asia, a wholly-owned subsidiary. 6、 Accumulated external guarantee amount and overdue guarantee amount
After the proposal is approved, the cumulative amount of external guarantee amount approved after deliberation is RMB 2120 million. The cumulative amount of external guarantee amount accounts for 41.88% of the company’s audited total assets at the end of 2021, all of which are guarantees for the company’s wholly-owned subsidiaries; The wholly-owned subsidiary of the company has no external guarantee, and the company has no overdue external guarantee.
It is hereby announced.
Nanya New Material Technology Co.Ltd(688519) board of directors April 15, 2022
