Huadian Heavy Industries Co.Ltd(601226)
Opinions of independent directors on the company’s accumulated and current external guarantees
Special instructions and independent opinions
According to the notice on Several Issues concerning the regulation of capital transactions between listed companies and related parties and external guarantees of listed companies (zjf [2003] No. 56), the guidelines for the supervision of listed companies No. 8 – regulatory requirements for capital transactions and external guarantees of listed companies, the articles of association of Huadian Heavy Industries Co.Ltd(601226) (hereinafter referred to as ” Huadian Heavy Industries Co.Ltd(601226) ” or “the company”) and the working system of independent directors issued by the CSRC and SASAC, As an independent director of Huadian Heavy Industries Co.Ltd(601226) the Fourth Board of directors, we have carefully understood and verified the external guarantee of the company in 2021, and our independent opinions are as follows:
1、 External guarantee
In 2021, the external guarantees of the company are as follows:
The company held the 8th interim meeting of the 4th board of directors on May 13, 2021, deliberated and approved the proposal on providing guarantee for the bank credit of RMB 80 million of the wholly-owned subsidiary Huadian Heavy Industries Co.Ltd(601226) Machinery Co., Ltd. and the proposal on providing guarantee for the bank credit of RMB 50 million of the wholly-owned subsidiary Wuhan Huadian Engineering Equipment Co., Ltd; The 2020 annual general meeting of shareholders was held on June 18, 2021, and the proposal on providing guarantee for the 50 million yuan bank credit of the wholly-owned subsidiary Wuhan Huadian Engineering Equipment Co., Ltd. was considered and adopted. In 2021, the company provided a guarantee of 80 million yuan for Huadian Heavy Industries Co.Ltd(601226) Machinery Co., Ltd. (hereinafter referred to as “heavy industry machinery”) and 50 million yuan for Wuhan Huadian Engineering Equipment Co., Ltd. (hereinafter referred to as “Wuhan Huadian”).
As of December 31, 2021, the balance of guarantees provided by the company for its subsidiaries was 130 million yuan, including 80 million yuan for heavy industrial machinery and 50 million yuan for Wuhan Huadian. All the above guarantees occurred during the reporting period, and there was no overdue guarantee within the validity period.
In addition, during the reporting period, the company and its wholly-owned subsidiaries applied for loans from the bank as one of the loans, and the company reviewed relevant matters in accordance with the guarantee approval procedures. On May 13, 2021, the company held the eighth interim meeting of the Fourth Board of directors, deliberated and approved the proposal on the company and its wholly-owned subsidiary Huadian Caofeidian heavy industrial equipment Co., Ltd. applying for a loan of 137.2 million yuan (including e-communication) from the bank. In 2021, the company and Huadian Caofeidian heavy industrial equipment Co., Ltd. made a loan of 136.3 million yuan to the bank (including e-communication).
As of December 31, 2021, the balance of bank loans (including e-xintong) from the company and Caofeidian heavy industry as one of the loans was 136.3 million yuan. The loan is not overdue within the loan term.
Except for the above-mentioned guarantee for the wholly-owned subsidiary and the bank loan with the wholly-owned subsidiary as the loan party, the company has no other guarantee.
2、 Independent opinions on the company’s accumulated and current guarantee matters
The guarantee provided by the company for its subsidiaries complies with the relevant provisions of the CSRC, such as the notice on Several Issues Concerning Regulating the capital exchange between listed companies and related parties and the external guarantee of listed companies, the notice on regulating the external guarantee behavior of listed companies, the guidelines for the supervision of listed companies No. 8 – regulatory requirements for the capital exchange and external guarantee of listed companies, as well as the articles of association and the measures for the administration of external guarantee, The guarantee decision-making procedure is legal and compliant. The guarantee behavior is conducive to the sustainable, stable and healthy development of the company and is in line with the overall interests of the company.
Independent director: Lu Daming, Wang Kun, Huang Yanghua April 22, 2002
