Securities code: Hebei Huatong Wires And Cables Group Co.Ltd(605196) securities abbreviation: Hebei Huatong Wires And Cables Group Co.Ltd(605196) Announcement No.: 2022032 Hebei Huatong Wires And Cables Group Co.Ltd(605196)
About applying for comprehensive credit pledge guarantee for the company from the bank
And progress announcement on accepting guarantees from wholly-owned subsidiaries and 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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1、 Overview of guarantee
Hebei Huatong Wires And Cables Group Co.Ltd(605196) (hereinafter referred to as “the company”) held the 24th Meeting of the second board of directors and the 2020 annual general meeting of shareholders on February 19, 2021 and March 12, 2021 respectively, and deliberated and adopted the proposal on mutual insurance provided by the company and its subsidiaries when applying for comprehensive credit, It is agreed that the company and its subsidiaries intend to conduct mutual insurance (including mutual insurance between the company and its subsidiaries, and mutual insurance between its subsidiaries) when applying for comprehensive credit, with a total amount of RMB 800million (or equivalent foreign currency), including but not limited to mortgage guarantee, pledge guarantee, credit guarantee and other guarantee methods, and authorize the chairman of the board of directors to exercise the approval authority of mutual insurance when the company and its subsidiaries apply for comprehensive credit. The resolution is valid for one year from March 12, 2021.
Hebei Huatong Wires And Cables Group Co.Ltd(605196) (hereinafter referred to as “the company”) held the second meeting of the third board of directors and the second meeting of the third board of directors on September 6, 2021, deliberated and adopted the proposal on the company’s plan to apply for comprehensive credit and accept guarantee from related parties, so as to meet the capital needs of production, operation and business development, The company plans to apply for a comprehensive credit line of no more than RMB 1 billion from the Export Import Bank of China and other financial institutions as a supplement to the company’s working capital. The controlling shareholder of the company provides various guarantees free of charge for the comprehensive credit line to be applied within the above limit. The controlling shareholder of the company is the above comprehensive credit line, which can be recycled within the authorization period. Within this limit, the company will not hold another board meeting on each credit or loan. The company requests the board of directors to authorize the management of the company to handle relevant matters within the above comprehensive credit line according to the actual situation, and authorize the chairman Mr. Zhang Wendong to sign relevant documents for business transactions with various financial institutions. The validity period of the above quota and authorization is 1 year from the date of issuance of the resolution of the board of directors.
On April 14, 2022, the company and Bank of Tianjin Co., Ltd. Tangshan Branch (hereinafter referred to as “Bank of Tianjin”) signed the agreement on opening China letter of credit with reduced margin and irrevocable documentary credit with an amount of RMB 60 million and the credit line contract with a credit line of RMB 60 million, At the same time, the company signed the right pledge contract with Bank of Tianjin to provide guarantee for the company to apply for letter of credit with Bank of Tianjin. Tangshan Huatong special cable manufacturing Co., Ltd. (hereinafter referred to as “Huatong special cable”) a wholly-owned subsidiary of the company signed the maximum guarantee contract (applicable to enterprise legal person guarantee) with Bank of Tianjin. The controller of the company, Mr. Zhang Wendong and his spouse, Chen Shuying The director Zhang Wenyong and his spouse Guo Xiuzhi of the company signed the maximum guarantee contract (applicable to natural person guarantee) with Bank of Tianjin to provide guarantee for the company to apply for letter of credit and comprehensive credit from Bank of Tianjin.
2、 Basic information of the guaranteed
Name: Hebei Huatong Wires And Cables Group Co.Ltd(605196)
Enterprise type: other joint stock limited companies (listed)
Legal representative: Zhang Wendong
Registered capital: 506822098 yuan
Date of establishment: June 21, 2002
Address: No. 111, Huatong street, Fengnan Economic Development Zone
Business scope: wire and cable manufacturing and sales; Wholesale and retail of chemical products (except flammable and explosive dangerous chemicals), rubber products, hardware and electronic products; Import and export of goods and Technology (except for projects prohibited by national laws and administrative regulations; projects restricted by national laws and administrative regulations can be operated only after obtaining licenses); Management and sales; General freight; Sales and professional technical services of oilfield chemicals; Manufacturing of special equipment for oil drilling and production; Sales of special equipment for oil drilling and production; Oil and gas technical services; Manufacturing of security equipment; Sales of security equipment (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
As of December 31, 2020, the company has total assets of 286859387155 yuan and net assets of 159931811669 yuan. In 2020, the operating income will be 285706533048 yuan and the net profit will be 7909452460 yuan. (the above data have been audited by Lixin Certified Public Accountants (special general partnership)) as of December 31, 2021, the company has total assets of 438699856873 yuan and net assets of 219360358495 yuan. From January to December 2021, the operating revenue was 43970717188 yuan and the net profit was 11778463750 yuan.
3、 Main contents of the guarantee agreement
1. The right pledge contract signed by the company and Bank of Tianjin mainly includes:
Pledgor (Party A): Hebei Huatong Wires And Cables Group Co.Ltd(605196)
Pledgee (Party B): Tangshan Branch of Bank of Tianjin Co., Ltd
In order to ensure the performance of the agreement on the issuance of letter of credit in China with the number of tianyintang (gnz) 2022 No. C001 signed by Party B and Party A on April 14, 2022 (hereinafter referred to as the “main contract”) and ensure the realization of Party B’s creditor’s rights, Party A is willing to use its rights as the pledge guarantee for Party B’s creditor’s rights formed by the borrower under the main contract, Party B agrees to accept the pledge guarantee provided by Party A. The principal creditor’s right guaranteed by Party A is mainly the loan under the contract, and the loan principal amount is RMB 30 million only. The term for the borrower of the main contract to perform its debts is 12 months, from April 14, 2022 to April 14, 2023.
The scope of the essential pledge guarantee is the loan principal, interest, default interest, compound interest, liquidated damages, damages, expenses incurred in realizing the creditor’s rights and pledge under the main contract (including but not limited to legal fees, arbitration fees, lawyer’s fees, preservation fees, travel expenses, execution fees, evaluation fees, auction or sale fees, transfer fees, notarization fees, service fees, insurance fees, etc.) and all other payable expenses.
List of pledge rights
Pledge ownership certificate and face value (the amount of money right has been paid and the right to remark other relevant certificate values) measure the date of other creditors’ rights or
Name of delivery Book No. fixed pledge
Amount (10000 persons)
(yuan)
Unit: 0 Qingdao Foods Co.Ltd(001219) 2 RMB III 1 2023 4 0
Fixed term: RMB 10 million yuan on the 13th of the month
Certificate of deposit (RMB)
thirty million
(yuan)
2. The maximum mortgage contract signed by the wholly-owned subsidiary Huatong special and Bank of Tianjin Co., Ltd. Tangshan Branch (mortgagee) mainly includes:
Mortgagor (Party A): Tangshan Huatong special cable manufacturing Co., Ltd
Mortgagee (Party B): Tangshan Branch of Bank of Tianjin Co., Ltd
In order to ensure that Party B and Hebei Huatong Wires And Cables Group Co.Ltd(605196) have multiple creditor’s rights continuously during the period agreed in this contract and ensure the realization of Party B’s creditor’s rights, Party A is willing to provide guarantee for the above creditor’s rights (hereinafter referred to as “main creditor’s rights”) within the authority of the maximum amount of debt, and Party B agrees to accept the guarantee provided by Party A.
From April 14, 2022 to April 14, 2023, a series of contracts, agreements and other legal documents signed by Party B and the borrower of the main contract forming the relationship of creditor’s rights and debts are the main contracts of this contract.
The maximum amount of creditor’s rights guaranteed by Party A is RMB 60 million only. The maximum amount of creditor’s rights refers to the principal balance of the maximum principal creditor’s rights. The amount of all loan principal outstanding by the main contract borrower at any time point does not exceed the above limit, but within the above limit, the main contract borrower can apply for recycling of the paid off principal amount. The maximum amount of creditor’s rights is only the maximum balance of the principal of the main creditor’s rights. On the premise that the principal does not exceed the above limit, Party A agrees to bear the guarantee liability for all payables such as interest, penalty interest and expenses within the agreed scope.
(1) Scope of guarantee:
The scope of the essential pledge guarantee is the loan principal, interest, default interest, compound interest, liquidated damages, damages, expenses incurred in realizing the creditor’s rights and pledge under the main contract (including but not limited to legal fees, arbitration fees, lawyer’s fees, preservation fees, travel expenses, execution fees, evaluation fees, auction or sale fees, transfer fees, notarization fees, service fees, insurance fees, etc.) and all other payable expenses.
All the above expenses shall be included in the scope of Party A’s guarantee liability, but the expenses other than the principal shall not be included in the maximum amount of creditor’s rights guaranteed under this contract.
(2) Guarantee method: the guarantee provided by Party A under this contract is joint and several liability guarantee.
(3) Warranty period:
The guarantee period under this contract is three years from the expiration of the last debt performance period if there are multiple loan contracts under the main contract.
According to the law, if the main contract debt is due in advance according to the agreement of the main contract or the agreement between the two parties of the main contract, the early maturity date of the main contract debt is the date when the performance period of the debt under the main contract expires. If the debt under the main contract is extended, the guarantee period shall be three years from the expiration of the debt performance period re agreed in the extension agreement.
The loans, advances, interests, expenses under the main contract or the actual formation time of any other creditor’s rights of Party B, even if it exceeds the determination time of creditor’s rights, still belong to the guarantee scope of this maximum guarantee. The expiration date of the debt performance period under the main contract is not limited by the expiration date of the creditor’s right determination period.
(4) Warranty liability:
If the performance period of any main contract debt expires or any main contract debt expires in advance, and the borrower of the main contract fails to cancel all or part of the debt under the main contract as agreed in the main contract, Party B has the right to directly require Party A to pay off the debt, and Party A shall immediately pay to Party B according to the notified amount and method from the date of receiving Party B’s written notice to pay off the debt under the main contract. Party A guarantees not to refuse to pay any claim made by Party B for any reason, and waives the right of defense stipulated in article 701 of the civil code of the people’s Republic of China.
During the validity of this contract, in case of any of the following circumstances, Party B has the right to require Party A to bear the guarantee responsibility or take corresponding legal measures against Party A or Party A’s property or property rights in accordance with paragraph 1:
Party A violates the provisions of this contract, fails to implement all the guarantee responsibilities under this contract, or fails to provide a specific scheme for the implementation of the guarantee responsibilities to the satisfaction of Party B;
Party A breaches the contract with other creditors and fails to provide corresponding guarantee or the guarantee provided cannot satisfy Party B;
Other events that endanger, damage or may endanger or damage the rights and interests of Party B occur to Party A.
(5) When Party A performs the guaranteed assets, it shall pay off the debts under the main contract in the following order
Pay the main contract and various payable expenses, liquidated damages and damages agreed in the main contract and stipulated by relevant laws;
Pay the penalty interest and compound interest payable under the main contract;
Pay the interest payable under the main contract;
Pay the principal payable under the main contract.
(6) If Party A fails to repay or pay all the money in the same order when performing the guarantee liability, Party B has the right to choose the proportion and order of repayment.
(7) Party A has been fully aware of the risk of interest rate change. If the main contract is changed due to the adjustment or change of national laws and regulations and the relevant provisions of the CBRC, the people’s Bank of China, the financial office and other competent authorities and applicable to the main contract, including interest rate adjustment, Party A does not need Party A’s consent, and Party A will continue to bear joint and several guarantee liability for the creditor’s rights of the changed main contract.
(8) Except for the debts under this contract. The borrower also has other due debts to Party B. Party B has the right to deduct and / or use the borrower’s property or property rights legally occupied and managed by Party B from any account opened by Party B or bank of Tianjin and all its branches to pay off any due debts, and Party A’s guarantee liability will not be reduced.
3. The natural person and Bank of Tianjin signed the maximum guarantee contract (applicable to natural person guarantee), which mainly includes:
Guarantor (Party A): Zhang Wendong, Chen Shuying, Zhang Wenyong, Guo Xiuzhi
Creditor (Party B): China Construction Bank Corporation(601939) Tangshan Jidong Oilfield sub branch company
Mortgagee (Party B): Tangshan Branch of Bank of Tianjin Co., Ltd
In order to ensure that Party B and Hebei Huatong Wires And Cables Group Co.Ltd(605196) have multiple creditor’s rights continuously during the period agreed in this contract and ensure the realization of Party B’s creditor’s rights, Party A is willing to provide guarantee for the above creditor’s rights (hereinafter referred to as “main creditor’s rights”) within the authority of the maximum amount of debt, and Party B agrees to accept the guarantee provided by Party A. Between Party B and the main contract borrower from April 14, 2022 to April 14, 2023
