Securities code: Jinhe Biotechnology Co.Ltd(002688) securities abbreviation: Jinhe Biotechnology Co.Ltd(002688) Announcement No.: 2022013 Jinhe Biotechnology Co.Ltd(002688)
Announcement on the company's expected new financing guarantee for subsidiaries and secondary subsidiaries in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and are liable for false records, misleading statements or major omissions in the announcement.
1、 Overview of guarantee
On April 20, 2022, Jinhe Biotechnology Co.Ltd(002688) (hereinafter referred to as "the company" and " Jinhe Biotechnology Co.Ltd(002688) ") held the 27th meeting of the 5th board of directors, and deliberated and adopted the proposal on providing financing guarantee for the company's expected new subsidiaries and secondary subsidiaries in 2022 with 9 votes in favor, 0 against and 0 abstention. This guarantee shall be submitted to the general meeting of shareholders of the company for deliberation and approval. This guarantee does not involve related party transactions and does not need to be approved by relevant departments.
1. The company plans to provide guarantee for the financing of phase V infrastructure project of Inner Mongolia Jinhe Environmental Protection Technology Co., Ltd. (hereinafter referred to as "Jinhe environmental protection"), the holding subsidiary, with a maximum guarantee amount of no more than 20 million yuan and a guarantee period of 5-10 years; Provide guarantee for the financing of wastewater upgrading and reconstruction project, with a maximum guarantee amount of no more than 35 million yuan and a guarantee period of 5-10 years; Provide working capital loan guarantee with a maximum amount of no more than 20 million yuan and a guarantee period of 1-3 years. All are joint and several liability guarantees. If the project loan is obtained, it can replace the working capital loan and make unified dispatching.
2. The company plans to provide guarantee for the new financing of the secondary subsidiary Hangzhou Youben animal vaccine Co., Ltd. (hereinafter referred to as "Hangzhou Youben"), with the maximum amount of guarantee not exceeding RMB 100 million in total and the guarantee period of 1-3 years, which is the guarantee of joint and several liability.
3. The company plans to provide guarantee for the new financing of the wholly-owned subsidiary Inner Mongolia Jinhe Starch Co., Ltd. (hereinafter referred to as "Jinhe starch"), with the maximum amount of guarantee not exceeding 200 million yuan and the guarantee period
1-3 years, guarantee for joint and several liability.
4. The company plans to be a holding subsidiary of famawei Pharmaceutical Co., Ltd. (hereinafter referred to as "famawei")
The maximum amount of guarantee is no more than US $3996000 (converted to US $2 Yunnan Tin Co.Ltd(000960) 00)
The estimated calculation is about RMB 127992 million), and the guarantee period is 1-5 years, which is a joint and several liability guarantee.
5. The company plans to be the holding subsidiary Jinhe muxing (Chongqing) Biotechnology Co., Ltd. (hereinafter referred to as "muxing")
Star Chongqing) provides guarantee for new financing, with the maximum amount of guarantee not exceeding 20 million yuan
The term is 1-3 years, which is the guarantee of joint and several liability.
6. The company plans to be a holding subsidiary, Inner Mongolia Jinhe Pharmaceutical Technology Co., Ltd. (hereinafter referred to as "Jinhe system")
Provide guarantee for the project financing of doxycycline hydrochloride with an annual output of 1000 tons, and the maximum amount of guarantee is no more than 5000
RMB 10000, with a guarantee period of 5-10 years, which is a joint and several liability guarantee.
The above six guarantees amount to 572992 million yuan, accounting for the company's audited attributable to the parent company in 2021
The proportion of owners' net assets is 23.50%.
The specific guarantee matters within the above limit shall be submitted to the general meeting of shareholders of the company to authorize the management of the company to
The company's business plan and capital arrangement, handle specific relevant matters, and sign relevant guarantee agreements with financial institutions without
The board of directors or shareholders' meeting shall be held separately. The guarantee exceeding the above limit shall be provided by the board of directors or
The general meeting of shareholders shall consider and make a resolution before implementation. The above guarantee matters are only expected matters, and the company will treat them as
The production and operation of each subsidiary shall be reasonably guaranteed within the above limit.
2、 Estimated amount of guarantee in 2022
The proportion of shares held by the guarantor and the guaranteed party, the proportion of the guaranteed amount of the guaranteed party in the recent asset guarantee balance of the guarantor or not up to now in 2022, and the newly added guaranteed liability ratio of the listed company and the net capital of the recent period
Production ratio
Jinhe 96.67 million 75 million
51% 44.45% 7.04% no RMB
Jinhe Biotechnology Co.Ltd(002688) Hangzhou company holds 10000 holding subsidiaries
Youben company Jinhe Youben biological system 11.41% RMB 10000 yuan person 4.10% nonproduction Co., Ltd. 85.61% RMB
Equity, Jinhe Youben biology
Products Co., Ltd
Hangzhou Youben has 67% equity.
The company holds Hangzhou Youben
33% equity of the company.
Jinhe 20000
61.9 million
Starch 100% 43.42% yuan person 10.74% no yuan
Civilian currency
Fama 10.20 million
85% 58.08% 7.87% no Weiwan USD
Muxing 20 million
Chongqing 51% 58.96% 0 yuan people 0.82% no yuan
Jinhe 50 million
Pharmaceutical 51% 2.03% 0 yuan, people 2.05% no yuan
Note: the maximum amount of guarantee provided by the company for famavi is no more than USD 20 million (the conversion rate is based on April 2022)
On the 20th, the exchange rate of US dollar to RMB was 1:6.3996 (equivalent to RMB 127992 million).
3、 Basic information of the guaranteed
1. Inner Mongolia Jinhe Environmental Protection Technology Co., Ltd
Registered address: West Zone, Tuodian Industrial Park, Tuoketuo County
Registered capital: 50 million yuan
Legal representative: Zhang Xingming
Date of establishment: March 6, 2014
Business scope: comprehensive utilization and treatment of wastewater; Sales of environmental protection materials, environmental protection equipment and water treatment agents; Environmental protection information development and service (operation management of industrial and urban sewage treatment stations); Maintenance and sales of general machinery and electrical appliances, landscaping and maintenance. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Relationship with the company: the company holds 51% of the equity of Jinhe environmental protection company and is the holding subsidiary of the company. Hohhot yushuihong management consulting enterprise (limited partnership) holds 19% of the equity of Jinhe environmental protection company, Inner Mongolia Jinhe Holding Co., Ltd. holds 10% of the equity of Jinhe environmental protection company, and tianzhonghong, jinxibiao and other natural persons jointly hold 20% of the equity of Jinhe environmental protection company. The asset liability ratio of Jinhe environmental protection company was 44.45%.
Main financial data of Jinhe environmental protection company in the last year
Unit: RMB
Project year 2021
Operating income 11332372463
Operating profit 4415330763
Total profit 4419331117
Net profit 3897191449
December 31, 2021
Total assets 37827739653
Total liabilities 16814157722
Including: total bank loans 125000000000
Total current liabilities 8961966224
Net assets 21013581931
Note: the financial data have been audited by ShineWing Certified Public Accountants (special general partnership).
Total amount involved in contingencies (including guarantee, mortgage, litigation and arbitration matters): None
Up to now, Jinhe environmental protection has not carried out credit rating. It is not a dishonest person and is in good credit condition. 2. Hangzhou Youben animal vaccine Co., Ltd
Registered address: No. 266, No. 10 Street, Hangzhou Economic and Technological Development Zone
Registered capital: 270 million yuan
Legal representative: Wang Jiafu
Date of establishment: September 29, 2000
Business scope: production and sales: veterinary vaccine, avian vaccine, biological products and medical devices; Technology development, technical consultation and achievement transfer: biotechnology and medical devices; Acquisition: agricultural and livestock products required by the company's production (limited to direct acquisition from the original producers of the primary industry); Wholesale and retail of biological products, plastic products and medical devices; Services: Animal traceability marking; Import and export of goods and technologies (except for projects prohibited by laws and administrative regulations, and projects restricted by laws and administrative regulations can be operated only after obtaining permission). (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Relationship with the company: the company is the indirect controlling shareholder of Hangzhou Youben. The company holds 85.61% equity of the holding subsidiary Jinhe Youben Biological Products Co., Ltd., Jinhe Youben Biological Products Co., Ltd. holds 67% equity of Hangzhou Youben, and the company holds 33% equity of Hangzhou Youben. Hangzhou Youben company's negative assets
