Securities code: Unittec Co.Ltd(000925) securities abbreviation: Unittec Co.Ltd(000925) Announcement No.: pro 2022025
Unittec Co.Ltd(000925) announcement on mutual insurance with Zhejiang Bozhong digital intelligence technology innovation group Co., Ltd. and its wholly-owned 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 without false records, misleading statements or major omissions. Special risk tips:
Up to now, Unittec Co.Ltd(000925) and its subsidiaries within the scope of consolidated statements have guaranteed more than 30% of the company’s latest audited net assets to units outside the scope of consolidated statements. Please pay full attention to the risks. 1、 Overview of related party guarantee
Based on the business needs of both parties, it is proposed to establish a mutual guarantee relationship with the related party – Zhejiang Bozhong Shuzhi Technology Innovation Group Co., Ltd. (hereinafter referred to as “Bozhong Shuzhi”) and its wholly-owned subsidiary Zhejiang Jilin import and Export Co., Ltd. (hereinafter referred to as “Jilin import and export”). The forms of guarantee include but are not limited to joint and several liability guarantee, mortgage guarantee and pledge guarantee. The specific quota is shown in the table below:
The guarantor and the guaranteed intend to provide the guarantee amount this time
(RMB 10000)
Zhejiang Unittec Co.Ltd(000925) Co., Ltd. Zhejiang Bozhong digital intelligence technology innovation group has 4800000 yuan
Company Limited
Zhejiang Unittec Co.Ltd(000925) Co., Ltd. Zhejiang Jilin import and Export Co., Ltd. 1200000
department
Zhejiang Bozhong digital intelligence technology innovation collection Unittec Co.Ltd(000925) 8000000
Group Co., Ltd
Total 14000000
The company held the 10th meeting of the 8th board of directors on April 20, 2022. The meeting unanimously adopted the proposal on mutual insurance with Zhejiang Bozhong digital intelligence technology innovation group Co., Ltd. and its wholly-owned subsidiaries in 2022 by 10 votes in favor, 0 against and 0 abstention. After careful review, the independent directors expressed their independent opinions with explicit consent on the above matters.
The above guarantee amount has reached the standard specified in article 6.1.10 of the Listing Rules of Shenzhen Stock Exchange (revised in 2022), which needs to be submitted to the general meeting of shareholders of the company for deliberation and approval. Therefore, it needs to be submitted to the general meeting of shareholders of the company for deliberation and approval before implementation. Zhejiang Bozhong Digital Technology Innovation Group Co., Ltd., the company’s affiliated shareholder with the beneficial and harmful relationship with the above connected transactions, will give up the right to vote on this proposal at the general meeting of shareholders.
For the specific guarantee matters within the approved limit, the chairman of the company or his designated authorized person is authorized to sign (or sign one by one) relevant contracts or agreements with relevant institutions without further consideration. After the guarantee is considered by the shareholders’ meeting and before the next annual shareholders’ meeting, the guarantee can be provided for relevant companies within this limit. The contracts or agreements signed during the above period shall be deemed to be valid whether the expiration date exceeds the above period or not.
2、 It is estimated that the basic information of the guaranteed and the guarantee amount to be allocated are as follows:
Unit: (RMB 10000)
Guaranteed amount
The guarantor has recently accounted for
The guarantor and the guaranteed party hold the first-term capital. Up to now, whether the new listed company has the guaranteed balance of related shares, specific assets and liabilities, and the net capital in the latest guarantee period
Production ratio
Zhejiang Unittec Co.Ltd(000925) Zhejiang Bozhong Shuzhi
Science and Technology Innovation Group Co., Ltd. – 82.60% 31 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 800000 17.20% are limited companies
Zhejiang Unittec Co.Ltd(000925) Zhejiang Jilin import and export – 88.23% 5433691200000 4.30% is the Export Co., Ltd. of Zhejiang Bozhong digital intelligence Zhejiang Unittec Co.Ltd(000925)
Science and Technology Innovation Group Co., Ltd. 4.92% 61.42% 78 China High-Speed Railway Technology Co.Ltd(000008) 000000 28.66% are limited companies
Total 14000000
3、 Basic information of the guaranteed
(I) Zhejiang Bozhong Shuzhi Technology Innovation Group Co., Ltd
1. Company name: Zhejiang Bozhong Shuzhi Technology Innovation Group Co., Ltd
2. Unified social credit Code: 91330 Sichuan Meifeng Chemical Industry Co.Ltd(000731) 990394k
3. Registered address: room 1501, building 4, Wangxin Shuangcheng building, No. 1785, Jianghan Road, Changhe street, Binjiang District, Hangzhou
4. Legal representative: Jiang Xiangyang
5. Registered capital: 300 million yuan
6. Business scope: General Project: software development; Technical service, technical development, technical consultation and technical cooperation
Technology exchange, technology transfer and technology promotion; Information system integration service; Computer system services; Information technology
Technical advisory services; Park management services; business management; estate management; Marketing planning; socioeconomic
consulting service; Sales of mechanical equipment; Sales of electrical equipment; Engineering management services; Rail transit construction machinery
And parts sales; Import and export of goods; Technology import and export; Import and export agency; Mechanical equipment leasing; Ordinary machine
Mechanical equipment installation services; Sales of pumps and vacuum equipment; Sales of generators and generator sets; Metal chain and its
He sells metal products; Sales of construction machinery; Sales of electronic components and electromechanical components and equipment; gold
Sales of products; Sales of special metallurgical equipment; Casting machinery sales; Sales of office equipment; Sales of seals;
Sales of drawing, calculation and measuring instruments; Copy and offset printing equipment sales; Digital video surveillance system sales;
Sales of metal materials; Sales of electronic products (except for the items that must be approved according to law, they shall be independent according to law on the strength of business license)
Carry out business activities).
Licensed projects: construction projects (projects subject to approval according to law shall be approved by relevant departments)
Business activities can only be carried out after approval, and the specific business items shall be subject to the approval results).
7. Shareholders:
8. Description of association relationship:
Bozhong digital intelligence holds 4.92% of the shares of the company (note), so it forms a related party transaction.
Note: on August 19, 2021, due to the 2021 stock option and restricted stock incentive plan
The initial grant of restricted shares (fixed increase part) led to the increase of the total share capital of the listed company to 557471062 shares, the number of shares held by Bozhong digital intelligence remained unchanged, and the shareholding ratio was passively diluted to 4.92%. In accordance with article 6.3.3 of the Listing Rules of Shenzhen Stock Exchange (revised in 2022), it is the affiliated legal person of the company.
9. Financial status: (unit: RMB)
December 31, 2020 (audited) December 31, 2021 (Unaudited)
Total assets 128781650930153400870546
Total liabilities 10 Sgsg Science&Technology Co.Ltd.Zhuhai(300561) 9240126704155569
Total bank loans 374500 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 4807000000
Total current liabilities 82005619240104654155569
Shareholders’ equity 2577 Lanzhou Ls Heavy Equipment Co.Ltd(603169) 026696714977
January December 2020 (audited) January December 2021 (Unaudited)
Operating income 1476455956951679522126
Total profit 801715835170482804
Net profit 508937265920683287
10. Whether the guaranteed party is a dishonest executee: no
11. Latest credit rating status: the credit status of the guaranteed is good.
（2） Zhejiang Jilin import and Export Co., Ltd
1. Address: 801-3, building 4, Wangxin Shuangcheng building, No. 1785, Jianghan Road, Changhe street, Binjiang District, Hangzhou
room
2. Legal representative: Jiang Xiangyang
3. Registered capital: 30 million yuan
4. Date of establishment: July 5, 2006
5. Unified social credit Code: 91330 Chengdu Huasun Technology Group Inc.Ltd(000790) 9634762
6. Business scope: general items: import and export of goods; Import and export agency; Wholesale of refined oil (excluding hazardous chemicals); Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Sales of building materials; Sales of asbestos cement products; Sales of reinforcement products for construction; Sales of chemical products (excluding licensed chemical products); Sales of special chemical products (excluding hazardous chemicals); Sales of rubber products; Sales of fireproof sealing materials; Sales of engineering plastics and synthetic resin; China trade agency; AI hardware sales;
Sales of metal chains and other metal products; Painting equipment sales; Mold sales; Container sales; Instrument sales; Sales of electrical instruments and meters; Sales of electronic measuring instruments; Sales of metal wire rope and its products; Sales of experimental and analytical instruments; Sales of metal products; Sales of seals; Sales of slide and projection equipment; Sales of metal materials; Sales of petroleum products (excluding hazardous chemicals) (except for projects subject to approval according to law, carry out business activities independently according to law with business license). Licensed items: retail of refined oil (excluding hazardous chemicals) (for items that must be approved according to law, business activities can be carried out only after being approved by relevant departments, and the specific business items shall be subject to the approval results).
7. The relationship structure between shareholders and actual controllers is as follows:
Zhejiang Bozhong Shuzhi Technology Innovation Group Co., Ltd
100%
Zhejiang Jilin import and Export Co., Ltd
8. Description of association relationship:
Jilin import and export is a wholly-owned subsidiary of Bozhong digital intelligence, which holds 4.92% of the shares of the company (note), so it forms a related party transaction.
Note: on August 19, 2021, due to the 2021 stock option and restricted stock incentive plan
The initial grant of restricted shares (fixed increase part) in led to the increase of the total share capital of the listed company to 557471062 shares, the number of shares held by Bozhong digital intelligence remained unchanged, and the shareholding ratio was passively diluted to 4.92%. In accordance with article 6.3.3 of the Listing Rules of Shenzhen Stock Exchange (revised in 2022), it is the affiliated legal person of the company.
9. Financial status: (unit: RMB)
December 31, 2020 (audited) December 31, 2021 (Unaudited)
Total assets 2456407452725025612294
Total liabilities 2168048434222080336344
Total bank loans 142192181247978972440
Total current liabilities 21680484342
