Shanghai Golden Union Commercial Management Co.Ltd(603682) independent director
Special note on external guarantee of the company
In accordance with the guiding opinions on the establishment of independent director system in listed companies, the notice on Several Issues concerning the regulation of capital exchanges between listed companies and related parties and external guarantees of listed companies, the stock listing rules of Shanghai Stock Exchange, the articles of association and other relevant provisions of the CSRC, as independent directors of Shanghai Golden Union Commercial Management Co.Ltd(603682) (hereinafter referred to as the “company”), we, Based on the principle of seeking truth from facts, the company has conducted a special verification on the external guarantee of the company in 2021. Now, the special instructions and independent opinions are issued as follows:
According to the proposal on the company’s application for comprehensive credit line from financial institutions and non-financial institutions in 2021 and the proposal on the company’s provision of performance guarantee for financing and leasing contracts for holding subsidiaries in 2021, which were deliberated and adopted at the 22nd Meeting of the third board of directors on April 1, 2021 and the 2020 annual general meeting of shareholders of the company on April 23, 2021, the company provided the following external guarantees in 2021:
1. In 2021, the company was a wholly-owned subsidiary of Shanghai stanshe business services Co., Ltd., Shanghai Jinyu Enterprise Management Co., Ltd., Shanghai Jinyi Enterprise Management Co., Ltd., Shanghai Jinlong Enterprise Management Co., Ltd., Shanghai Jinlang Enterprise Management Co., Ltd., Shanghai Jinjia culture Investment Management Co., Ltd., Shanghai Jinjing Enterprise Management Co., Ltd Shanghai Jinbo Enterprise Management Co., Ltd. continues to provide the performance guarantee of the lease contract to each property lessor.
2. Nanjing Radio and television Jinhe Investment Management Co., Ltd. and China Construction Bank Corporation(601939) Nanjing Zhongshan sub branch signed a fixed asset loan contract with the loan term from March 17, 2016 to March 17, 2021. Nanjing Radio and television group cultural Real Estate Investment Co., Ltd. and Nanjing Radio and Television Cultural Industry Investment Co., Ltd. provided guarantee for the above loan contract. According to the counter guarantee contract, as the participating shareholder of Nanjing Radio and television Jinhe Investment Management Co., Ltd., the company bears the corresponding guarantee liability according to its shareholding ratio of 49%, that is, it provides counter guarantee for 49% of the total guarantee compensation that may be actually paid by Nanjing Radio and television group cultural Real Estate Investment Co., Ltd. and Nanjing Radio and Television Cultural Industry Investment Co., Ltd. for undertaking the guarantee liability. As of December 31, 2021, the loans from China Construction Bank Corporation(601939) Nanjing Zhongshan sub branch of Nanjing Radio and television Jinhe Investment Management Co., Ltd. have been fully settled, and the company’s Bank loan counter guarantee commitment has been fulfilled.
3. According to the maximum guarantee contract signed on December 10, 2018, Shanghai Tengjin Cultural Development Co., Ltd. (hereinafter referred to as “Shanghai Tengjin”) applied to China Zheshang Bank Co.Ltd(601916) Shanghai Branch for a loan with a maximum amount of 15 million yuan. Each shareholder of Shanghai Tengjin provided the corresponding joint and several liability guarantee according to the shareholding ratio, that is, the company provided the corresponding joint and several liability guarantee according to 40% of the shareholding ratio. As of December 31, 2021, the loan balance is RMB 0 million. According to the proportion of equity held by the company, the amount of bank loan guarantee that the company should undertake is RMB 0 million.
4. During the reporting period, the company had no other external guarantees except for the above-mentioned guarantees.
After verification, we believe that the external guarantee provided by the company during the reporting period meets the needs of the company’s daily operation, all guarantee matters have fulfilled the corresponding decision-making and approval procedures as required, there is no violation of the guarantee, the debts involved in the guarantee are not overdue, and there is no damage to the interests of the company and shareholders. (there is no text on this page, which is the signature page of Shanghai Golden Union Commercial Management Co.Ltd(603682) independent directors’ special explanation on the external guarantee of the company) independent directors:
Lu Kaiwei, Wu Jianwei, pan min April 15, 2022
