Securities code: Aoshikang Technology Co.Ltd(002913) securities abbreviation: Aoshikang Technology Co.Ltd(002913) Announcement No.: 2022030
Aoshikang Technology Co.Ltd(002913)
Announcement on providing guarantee amount for wholly-owned subsidiaries
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Important content tips:
Name of the guaranteed: a wholly-owned subsidiary within the scope of the company’s consolidated statements.
The amount of this guarantee and the balance of the guarantee actually provided: the company plans to provide a total guarantee amount of no more than 8.1 billion yuan (RMB, the same below) for its subsidiaries. As of the disclosure date of this announcement, the guarantee balance of the company for its subsidiaries was 5559268000 yuan. The proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
Cumulative overdue amount of external guarantee: None
1、 Overview of guarantee
Aoshikang Technology Co.Ltd(002913) (hereinafter referred to as “the company”) held the fourth meeting of the third board of directors on April 19, 2022, deliberated and adopted the proposal on providing guarantee amount for wholly-owned subsidiaries. In order to meet the needs of the company’s overall business development funds, the company applied to provide a guarantee amount of no more than 8.1 billion yuan for its wholly-owned subsidiary. The proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
The details are as follows:
Estimated guarantee limit
Name of guaranteed party guarantor
(100 million yuan)
Guangdong Xizhen Circuit Technology Co., Ltd. Aoshikang Technology Co.Ltd(002913) 70
Aoshikang Technology Co.Ltd(002913) precision circuit (Huizhou) Co., Ltd. Aoshikang Technology Co.Ltd(002913) 10
Shenzhen Xizhen Technology Co., Ltd. Aoshikang Technology Co.Ltd(002913) 1
Total – 81
The above amount is the expected amount of guarantee provided by the company for wholly-owned subsidiaries. The actual total amount of guarantee depends on the actual loan amount of the guaranteed party and financial institutions such as banks.
According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and the articles of association, the guarantee matters need to be submitted to the general meeting of shareholders of the company for deliberation and approval, and the validity period of the guarantee amount is within 12 months from the date of adoption of the resolution of the general meeting of shareholders deliberating the proposal. For the guarantee matters within the above limit, the board of directors of the company shall request the general meeting of shareholders to authorize the management of the company to sign relevant guarantee agreements or documents. For the guarantee beyond the above guarantee object and total amount, the company will timely perform the obligations of decision-making and information disclosure in accordance with the provisions.
2、 Basic information of the guaranteed
(I) Guangdong Xizhen Circuit Technology Co., Ltd
1. Name of the guaranteed: Guangdong Xizhen Circuit Technology Co., Ltd
2. Date of establishment: August 15, 2019
3. Registered address: floor 1, building 1, Xizhen Science Park, No. 11 Kechuang Avenue, Zhaoqing new area, Dinghu District, Zhaoqing City, Guangdong Province
4. Legal representative: Cheng Yong
5. Registered capital: 408 million yuan
6. Business scope: R & D, production and sales of high-density interconnection laminate, multilayer flexible board, CCL copper clad laminate, electronic assembly, rigid flexible printed circuit board and packaging carrier board; Import and export of goods or technologies (excluding those prohibited by the state or involving administrative examination and approval). (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
7. Relationship with listed companies: the company directly holds 100% of its equity.
8. Financial situation
According to the audit, as of December 31, 2021, the total assets of the guaranteed were 211553196591 yuan, the net assets were 37907281911 yuan, the operating income was 37872457035 yuan, the total profit was -3352747149 yuan and the net profit was -2562103240 yuan.
9. Credit rating status: the guaranteed is in good credit status without external rating.
10. Total amount of contingencies (including guarantee, mortgage, litigation and arbitration): None
(II) Aoshikang Technology Co.Ltd(002913) precision circuit (Huizhou) Co., Ltd
1. Name of the guaranteed: Aoshikang Technology Co.Ltd(002913) precision circuit (Huizhou) Co., Ltd
2. Date of establishment: February 2, 2005
3. Registered address: Changbu village, Xinwei Town, Huiyang District, Huizhou City
4. Legal representative: Cheng Yong
5. Registered capital: RMB 1392753 million
6. Business scope: production of new electronic components (high-precision printed circuit board), circuit board pressing, circuit board drilling, flexible circuit board production, technology or goods import and export. The proportion of internal and external sales of products shall be determined by the enterprise according to the market situation. (for projects subject to approval according to law, business activities can be carried out only after being approved by relevant departments) 7. Affiliated relationship with listed companies: the company directly holds 100% of its equity.
8. Financial situation
According to the audit, as of December 31, 2021, the total assets of the guaranteed are 133864181175 yuan, the net assets are 71167520568 yuan, the operating income is 131299990641 yuan, the total profit is 17407624619 yuan and the net profit is 1 Xinjiang Xuefeng Sci-Tech (Group) Co.Ltd(603227) 8587 yuan.
9. Credit rating status: the guaranteed is in good credit status without external rating.
10. Total amount of contingencies (including guarantee, mortgage, litigation and arbitration matters): None
(III) Shenzhen Xizhen Technology Co., Ltd
1. Name of the guaranteed: Shenzhen Xizhen Technology Co., Ltd
2. Date of establishment: January 23, 2019
3. Registered address: Room 201, building a, No. 1, Qianwan 1st Road, Qianhai Shenzhen Hong Kong cooperation zone, Shenzhen (settled in Shenzhen Qianhai business secretary Co., Ltd.)
4. Legal representative: he Gaoqiang
5. Registered capital: 5 million yuan
6. Business scope: R & D and sales of high-density interconnection laminates, multilayer flexible boards and rigid flex printed circuit boards; Packaging carrier board project planning; Investment in industry (specific projects will be reported separately); Enterprise management consulting; China Trade (excluding exclusive, exclusive and controlled commodities); Operate import and export business (except for projects prohibited by laws, administrative regulations and decisions of the State Council, and restricted projects can be operated only after obtaining permission); Supply chain management and related supporting services; Investment consulting.
(for projects subject to approval according to law, business activities can be carried out only after being approved by relevant departments) 7. Affiliated relationship with listed companies: the company directly holds 100% of its equity.
8. Financial situation
According to the audit, as of December 31, 2021, the total assets of the guaranteed were 2929699987 yuan, the net assets were -476899701 yuan, the operating income was 2330188678 yuan, the total profit was 280562182 yuan and the net profit was 518710961 yuan.
9. Credit rating status: the guaranteed is in good credit status without external rating.
10. Total amount of contingencies (including guarantee, mortgage, litigation and arbitration matters): None
3、 Main contents of the guarantee agreement
This is the expected event of the company’s guarantee line to the wholly-owned subsidiary. The company has not signed an agreement on the relevant guarantee. When the actual guarantee occurs, the guarantee amount, guarantee period, guarantee rate and other contents shall be jointly negotiated and determined by the company, relevant subsidiaries and credit banks and other financial institutions within the above guarantee line. The relevant guarantee matters shall be subject to the officially signed guarantee documents, and the above guarantee line can be recycled.
4、 Opinions of the board of directors
In order to meet the needs of the company’s overall business development funds, the company applies to provide a guarantee amount of no more than RMB 8.1 billion for its wholly-owned subsidiary, including no more than RMB 7 billion for Guangdong Xizhen Circuit Technology Co., Ltd. and no more than RMB 1 billion for Aoshikang Technology Co.Ltd(002913) precision circuit (Huizhou) Co., Ltd, Provide a guarantee amount of no more than RMB 100 million to Shenzhen Xizhen Technology Co., Ltd. The above guarantee amount shall be valid within 12 months from the date of adoption of the resolution of the general meeting of shareholders.
For the guarantee matters within the above limit, the board of directors of the company shall request the general meeting of shareholders to authorize the management of the company to sign relevant guarantee agreements or documents. For the guarantee beyond the above guarantee object and total amount, the company will timely perform the obligations of decision-making and information disclosure in accordance with the provisions.
This guarantee is expected to consider the needs of the company’s overall business development funds, which is in line with the overall interests of the company and its subsidiaries, and there is no situation that damages the interests of the company and all shareholders. The guaranteed is a wholly-owned subsidiary of the company. The above subsidiaries have stable operation, good assets and strong solvency. The financial risk guaranteed by the company is generally controllable. The company will continue to pay attention to the business conditions of the enterprise, take timely measures to prevent risks and effectively control guarantee risks. The board of directors agreed to provide guarantee for the wholly-owned subsidiary this time and agreed to submit it to the general meeting of shareholders of the company for deliberation. 5、 Accumulated external guarantees and overdue guarantees
As of the disclosure date of this announcement, the guarantee balance of the company for its subsidiaries was 5559268000 yuan. The company has no other external guarantee and overdue guarantee.
6、 Documents for future reference
1. Resolution of the fourth meeting of the third board of directors.
It is hereby announced.
Aoshikang Technology Co.Ltd(002913) board of directors
April 20, 2022
