Tibet Summit Resources Co.Ltd(600338) independent directors
Special instructions and independent opinions on the external guarantee of the company
In accordance with the relevant provisions of the notice on Several Issues Concerning Regulating the capital exchanges between listed companies and related parties and the external guarantees of listed companies (zjf [2003] No. 56) and the self regulatory guidelines for listed companies No. 1 – standardized operation of Shanghai Stock Exchange, with a serious and responsible attitude, we have made a summary of the accumulated and current external guarantees provided by Tibet Summit Resources Co.Ltd(600338) (hereinafter referred to as “the company”) by the end of 2021, The implementation of the provisions of “Zheng Jian Fa [2003] No. 56 document” is described as follows:
1、 In 2021, the company and its holding subsidiaries had a total amount of external guarantees of RMB million. As of the end of 2021, the details of the guarantee still being performed by the company are as follows:
1. In August 2020, Tazhong mining and JL Global Holdings Limited (inheriting all the rights and interests of the original project contractor biyoutajik, hereinafter referred to as “jghl”) and natural person Zeng Hua (the actual controller of jghl) continued to cooperate on the mining project of Tazhong mining and signed the cooperation agreement. In order to encourage jghl to resume work and full production as soon as possible under the normalization of epidemic prevention and control, the company plans to assume joint and several guarantee liabilities for the project payment payable by Tazhong mining to jghl of RMB 13327247258 and overdue fine (if any). The guarantee has not been released from the guarantee liability.
2. In December 2021, Tazhong mining plans to conduct continuous cooperation with Qinghai Qixin geological and mineral exploration Co., Ltd. (hereinafter referred to as “Qinghai Qixin”) on the mining exploration project of Tazhong mining. In order to encourage Qinghai Qixin to maintain the smooth progress of the resumption of exploration and production, Tazhong mining and Qinghai Qixin signed the repayment agreement, which determined the subsequent repayment plan of Tazhong mining’s historical debt of Shenzhen Everwin Precision Technology Co.Ltd(300115) 3177 yuan to Qinghai Qixin. In order to ensure the effective implementation of the repayment agreement, the company issued a letter of guarantee for the repayment of historical arrears of Qinghai Qixin by Tazhong mining. The guarantee has not been released from the guarantee liability.
The above matters have been deliberated and approved by the board of directors of the company and timely information disclosure has been made.
2、 The company attaches importance to the risk management of external guarantee, strictly implements relevant operation procedures and approval procedures, and the risk of external guarantee business has been effectively controlled. The company does not have overdue guarantee, guarantee involving litigation and losses due to the judgment of losing the guarantee. At the same time, the company has fulfilled the obligation of information disclosure of external guarantees in strict accordance with the relevant provisions of the Listing Rules of Shanghai Stock Exchange, the guidelines for self regulatory supervision of listed companies No. 1 – standardized operation and the articles of association, and there is no situation that damages the interests of the company and its shareholders.
To sum up, we believe that during the reporting period, the company has not committed any illegal guarantee behavior, which meets the requirements of relevant laws and regulations such as “zjf [2003] No. 56 document”.
Independent director: Liu Fanglai, Hu Yuechuan, Li Bingxin April 18, 2022
