Securities code: Hebei Huatong Wires And Cables Group Co.Ltd(605196) securities abbreviation: Hebei Huatong Wires And Cables Group Co.Ltd(605196) Announcement No.: 2022030 Hebei Huatong Wires And Cables Group Co.Ltd(605196)
Application to banks and other financial institutions in 2022
Announcement of comprehensive credit line, guarantee and related party transactions
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.
Important content tips:
Application for credit line: in 2022, the company and its subsidiaries intend to apply for a comprehensive credit line of no more than RMB 2.5 billion from financial institutions.
Guaranteed party: the company and its subsidiaries.
Whether there is counter guarantee in this guarantee: none.
Cumulative overdue amount of external guarantee: none.
1、 Apply for comprehensive credit and relevant guarantee arrangements
According to the needs of the company’s production and operation activities in the new year, in order to ensure the smooth realization of the annual operation objectives, ensure the steady and orderly progress of various production and operation activities, and meet the capital needs during the operation of the company, Business of issuing foreign currency bills of guarantee, loan acceptance, comprehensive guarantee and other loans to subsidiaries in 2022 that exceed the equivalent amount of RMB 2.5 billion issued by the board of directors, commercial loan acceptance, comprehensive guarantee and other financial institutions (including the application of foreign currency loans to the board of directors, commercial loan acceptance, comprehensive guarantee and other financing projects that exceed the equivalent amount of RMB 2.5 billion), Among them, it is proposed to apply to Tianjin Branch of enterprise bank (China) Co., Ltd. (hereinafter referred to as “enterprise bank”) for financing of 16 million yuan, and the loan interest rate shall be determined through negotiation between the company and financial institutions.
The above comprehensive credit line and guarantee line can be recycled. The final credit line and credit period of each financial institution shall be subject to the actual approval result of the financial institution, and the specific financing amount shall be subject to the actual amount. The company and its subsidiaries provide guarantees with a total amount of no more than RMB 1.5 billion or equivalent foreign currency for the above comprehensive credit matters, including the company’s guarantees to subsidiaries, between subsidiaries and subsidiaries to the company. The guarantee methods include but are not limited to mortgage guarantee, pledge guarantee, credit guarantee and other guarantee methods, and it is proposed to authorize the chairman to exercise the approval authority of the mutual guarantee when the company and its subsidiaries apply for comprehensive credit.
The company plans to accept the controlling shareholders, actual controllers Zhang Wendong, Zhang Wenyong, Zhang Shujun, Zhang Baolong and their spouses to provide relevant guarantees for the above comprehensive credit of the company and its subsidiaries, and the non related party Hebei Branch of Hanhua Financing Guarantee Co., Ltd. (hereinafter referred to as “Hanhua financing”) to provide guarantees for the financing of the company to corporate banks with a principal of no more than 16 million yuan (the guarantee rate is 1% / year), The specific amount and method of guarantee shall be determined by each guarantor through consultation with the financial institution.
If Hanhua financing agrees to provide guarantee for the company’s financing to corporate banks, the company’s subsidiaries Huatong special, Huaxin precision, Cinda Kechuang, Huaxin oil, the actual controller of the company and their spouses will provide counter guarantee of joint and several liability.
The company authorizes Mr. Zhang Wendong, chairman of the board of directors, to sign on behalf of the company legal documents related to credit granting and financing of financial institutions, such as credit granting, borrowing, mortgage, guarantee contracts and vouchers, and handle relevant financing and guarantee business procedures. The authorization period is until June 30, 2023. The application for comprehensive credit line and related guarantee matters need to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. Subsequently, the company will issue an announcement on the progress of external guarantee according to the actual situation. 2、 Basic information of the guaranteed
The guarantor is the company and its subsidiaries.
3、 Main contents of the guarantee agreement
The above guarantee is the estimated amount of guarantee of the company and its subsidiaries in 2022. Matters related to the guarantee need to be reviewed and approved by banks and other financial institutions. At present, no guarantee contract or agreement has been signed with banks and other financial institutions. The actual guarantee amount, guarantee period and other terms will be subject to the guarantee contract or agreement actually signed and occurred.
4、 Opinions of the board of directors and independent directors
On April 15, 2022, the 14th meeting of the third board of directors of the company deliberated and approved the proposal on applying for comprehensive credit line and guarantee from banks and other financial institutions in 2022, the proposal on accepting the guarantee of controlling shareholders and related transactions when the company and its subsidiaries apply for comprehensive credit, and the proposal on external guarantee of subsidiaries, and agreed to the company’s application for financing credit line and relevant guarantee arrangements, And agreed to submit the above proposal to the general meeting of shareholders of the company for further deliberation.
The board of Directors believes that: the company and its subsidiaries’ external guarantee, acceptance of guarantee from controlling shareholders and actual controllers, acceptance of guarantee from non related parties and provision of counter guarantee are conducive to enhancing the company’s financing capacity, ensuring the stable and sound development of the company and in line with the overall interests of all shareholders; The controlling shareholders and actual controllers of the company provide related party guarantees for the company, which reflects the support of the controlling shareholders and actual controllers for the development of the company. The company does not need to pay any expenses or provide counter guarantee, which will not have an impact on the operating performance of the company. It is exempted from consideration and disclosure according to related party transactions; The guarantee rate for the company to accept the guarantee from non related parties is in line with the fair level of the market. The counter guarantee provided by the subsidiary to the non related parties will not affect the interests of the company and all shareholders, and will not have a material impact on the company. All independent directors agreed with the company’s external guarantee and gave independent opinions.
5、 Opinions of the board of supervisors
On April 15, 2022, the 11th meeting of the third board of supervisors of the company deliberated and adopted the proposal on providing external guarantee and accepting guarantee from controlling shareholders and related party transactions when the company and its subsidiaries apply for comprehensive credit. The board of supervisors believes that the company applies for credit from banks and other financial institutions to meet the needs of production and operation activities. The company provides guarantees for wholly-owned subsidiaries, guarantees between subsidiaries and subsidiaries to the company, which is conducive to the optimal allocation of internal resources, reduce the company’s comprehensive capital cost, help the company to carry out daily business continuously and stably, and will not damage the interests of the company and minority shareholders. The deliberation and decision-making procedures of the proposal comply with the provisions of laws, regulations and the articles of association, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized investors. 6、 External guarantee of the company
As of the disclosure date of the announcement, the total external guarantee of the company and its holding subsidiaries was 45130000000 yuan, accounting for 20.04% of the company’s latest audited net assets. Among them, the total amount of guarantee provided by the company to its holding subsidiaries is RMB 14650000000 (including this new increase, in which foreign currencies are calculated at the exchange rate of RMB on the signing date), accounting for 7.98% of the company’s latest audited net assets; The total amount of guarantee provided by the company’s holding subsidiaries to the company is RMB 30480000000 (including foreign currency at the exchange rate of RMB on the signing date), accounting for 12.06% of the company’s latest audited net assets. The company and its holding subsidiaries do not have overdue guarantee. It is hereby announced.
Hebei Huatong Wires And Cables Group Co.Ltd(605196) board of directors April 18, 2022