Securities code: Zhejiang Damon Technology Co.Ltd(688360) securities abbreviation: Zhejiang Damon Technology Co.Ltd(688360) Announcement No.: 2022011 Zhejiang Damon Technology Co.Ltd(688360) Group Co., Ltd
Announcement on the company and its wholly-owned subsidiaries applying for comprehensive credit line from banks and other financial institutions and accepting guarantee from related parties
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.
Zhejiang Damon Technology Co.Ltd(688360) Group Co., Ltd. (hereinafter referred to as “the company”) held the 16th meeting of the third board of directors on April 15, 2022, deliberated and adopted the proposal on the company and its wholly-owned subsidiaries applying for comprehensive credit line from the bank in 2022 and the proposal on the company’s actual controller providing free guarantee for the company and its wholly-owned subsidiaries applying for comprehensive credit line. The relevant matters are hereby announced as follows:
1、 This comprehensive credit extension
In order to ensure the normal development of financing business in the business activities of the company and its wholly-owned subsidiaries, simplify the approval procedures and improve the operation efficiency, and in combination with the further development needs of the company and its wholly-owned subsidiaries, the company and its wholly-owned subsidiaries plan to apply for a comprehensive credit line from banks and other financial institutions, with a total amount of no more than RMB 800 million (the final amount shall be subject to the actually signed contract).
The board of directors of the company authorizes the chairman of the company or the authorized agent designated by the chairman of the board of directors to sign relevant agreements and documents (including but not limited to applications, contracts, agreements, vouchers and other documents related to credit extension, loan, guarantee, mortgage, pledge, financing and so on) within the total amount of comprehensive credit line of banks and other financial institutions. The validity period of the above credit is within 12 months from the date of approval at the 16th meeting of the third board of directors in 2022.
2、 The actual controller of the company provides free guarantee for the company and its wholly-owned subsidiaries to apply for comprehensive credit line
Mr. Zhuo Xu, the actual controller of the company, plans to provide joint and several liability guarantee for the company and its wholly-owned subsidiaries to apply for comprehensive credit line from banks and other financial institutions. The nature of the guarantee is natural person guarantee, and the amount of guarantee is subject to the actual credit line. The guarantee does not charge any guarantee fee, and the company does not provide counter guarantee to them. It reflects the support of the actual controller to the company, conforms to the interests of the company and all shareholders, and will not have an adverse impact on the production and operation of the company.
According to paragraph 5 of article 7.2.11 of the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange, transactions in which a listed company unilaterally obtains benefits, including receiving cash assets, obtaining debt relief, receiving guarantees and subsidies, may be exempted from consideration and disclosure in the form of related party transactions.
3、 Review procedures for implementation
On April 15, 2022, the company held the 16th meeting of the third board of directors, deliberated and passed the proposal on the company and its wholly-owned subsidiaries applying for comprehensive credit line from the bank in 2022 and the proposal on the company’s actual controller providing free guarantee for the company and its wholly-owned subsidiaries applying for credit line, It is agreed that the company and its wholly-owned subsidiaries intend to apply for a comprehensive credit line from banks and other financial institutions with a total amount of no more than RMB 800 million (the final amount shall be subject to the actually signed contract), and it is agreed that Mr. Zhuo Xu, the actual controller of the company, provides joint and several liability guarantee for the company and its wholly-owned subsidiaries to apply for a comprehensive credit line from banks and other financial institutions. Mr. Zhuo Xu, the director, avoided voting and the independent director gave his consent. According to the relevant provisions of the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange and the articles of association, the company and its wholly-owned subsidiaries applied to the bank for a comprehensive credit line in 2022 and the actual controller of the company provided free guarantee for the company and its wholly-owned subsidiaries to apply for a credit line. It is within the scope of the deliberation of the board of directors of the company and does not need to be submitted to the general meeting of shareholders for deliberation.
4、 Opinions of independent directors
The independent opinions expressed by the independent directors at the board of directors are as follows:
1. The company and its wholly-owned subsidiaries apply to banks and other financial institutions for a comprehensive credit line of no more than 800 million yuan, which is required for the operation and development of the company. It can ensure the normal development of financing business in the business activities of the company and its wholly-owned subsidiaries, simplify the approval procedures, improve the operation efficiency, and will not have an adverse impact on the production and operation of the company. We unanimously agree that the company and its wholly-owned subsidiaries apply for comprehensive credit line from banks and other financial institutions.
2. Mr. Zhuo Xu, the actual controller of the company, provides joint and several liability guarantee for the company and its wholly-owned subsidiaries to apply for credit financing from banks and other financial institutions without charging any guarantee fee, and the company does not need to provide counter guarantee to them, which reflects the support of the actual controller to the company, conforms to the interests of the company and all shareholders, will not adversely affect the production and operation of the company, and will not damage the legitimate rights and interests of the company and its shareholders. We agree that the actual controller of the company will provide free guarantee for the company and its wholly-owned subsidiaries to apply for comprehensive credit line.
5、 Documents for future reference
1. Independent opinions of independent directors of Zhejiang Damon Technology Co.Ltd(688360) Group Co., Ltd. on matters related to the 16th meeting of the third board of directors of the company.
2. Resolution of the 16th meeting of the third board of directors of Zhejiang Damon Technology Co.Ltd(688360) Group Co., Ltd
It is hereby announced.
Board of directors of Zhejiang Damon Technology Co.Ltd(688360) Group Co., Ltd. April 18, 2022
