Securities code: 300477 securities abbreviation: Beijing Hezong Science&Technology Co.Ltd(300477) Announcement No.: 2022-007
Beijing Hezong Science&Technology Co.Ltd(300477)
Announcement on the company’s expected guarantee amount for the wholly-owned subsidiary Hunan Yacheng new materials Co., Ltd
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 tips:
The total amount of guarantees provided by Beijing Hezong Science&Technology Co.Ltd(300477) (hereinafter referred to as “the company”) and its holding subsidiaries exceeds 100% of the latest audited net assets, and the total amount of guarantees provided to units outside the scope of the consolidated statements exceeds 30% of the latest audited net assets of the company. Please pay attention to the relevant risks.
1、 Overview of guarantee
At the 62nd meeting of the 5th board of directors held on January 11, 2022, the company deliberated and adopted the proposal on the prediction of the company’s new guarantee amount for the wholly-owned subsidiary Hunan Yacheng new materials Co., Ltd. In order to meet the production and operation needs of Hunan Yacheng and improve work efficiency, Ensure that Hunan Yacheng new materials Co., Ltd. (hereinafter referred to as “Hunan Yacheng”) applies for comprehensive credit from business related parties (including but not limited to banks, financial institutions and other business partners) (including but not limited to the successful completion of RMB working capital loan, project loan, trade financing, bank acceptance bill, letter of credit, letter of guarantee, bill discount, factoring, export documentary bill, foreign exchange forward settlement and sales, derivatives and other related businesses), According to the relevant provisions of the securities law, the company law, the notice on regulating the external guarantee behavior of listed companies (zjf (2005) No. 120 document of China Securities Regulatory Commission and the stock listing rules of Shenzhen Stock Exchange, the company plans to provide Hunan Yacheng with an additional guarantee amount of no more than 200 million yuan. It is expected that the guarantee method is guarantee. The validity period of the guarantee is the same as the validity period of the guarantee amount of RMB 80 million in the proposal on the prediction of the guarantee amount provided by the company for the wholly-owned subsidiary Hunan Yacheng new materials Co., Ltd. in 2021 deliberated and approved by the third extraordinary general meeting of shareholders in 2021. After the guarantee expires, the company will fulfill the review procedures in advance to renew or extend the guarantee according to the operation and capital demand of Hunan Yacheng.
The expected guarantee amount needs to be submitted to the general meeting of shareholders for deliberation. Within the above limit, the management of the company is authorized to handle the guarantee matters and sign relevant legal documents on behalf of the company within the guarantee amount approved by the general meeting of shareholders. This item does not involve related party transactions.
2、 Basic information of the guaranteed
Company name: Hunan Yacheng New Material Co., Ltd
Registered address: Xinkang Road, Ningxiang Economic and Technological Development Zone
Legal representative: Li Zhijun
Registered capital: three hundred and fifty million yuan only
Date of establishment: July 31, 2007
Business scope: manufacturing and sales of lithium ion batteries; Production, sales and development of lithium ion battery materials; Production of automobile power battery and automobile power battery materials; Sales of automotive power batteries, automotive power battery materials and batteries; Research and development of automotive power batteries and electronic products; Research on automotive power battery materials; Technology development, consultation and transfer of new energy; Promotion of new energy technologies; Sales, production and R & D of new materials and related technologies; Development of power battery recycling technology and Research on echelon utilization; Battery recycling; Battery recycling. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Relationship with the company: wholly owned subsidiary
The guaranteed party is not a dishonest executee
Financial indicators of the guaranteed in the latest year and the first period:
Unit: Yuan
Main financial indicators 2020 January September 2021 (Unaudited)
Total assets 1257800960.03 1487795765.22
Total liabilities 931627134.14 1050453596.95
Net assets 326173825.89 437342168.27
Operating income 560928329.95 742777260.01
Total profit -364082229.29 45984325.62
Net profit -307915155.03 22544856.77
3、 Main contents of the guarantee agreement
As of the date of this announcement, the agreement related to this guarantee has not been signed. The specific term and amount of guarantee shall be determined by the company and relevant subsidiaries through consultation with lending banks and financial institutions within the above limit, and the relevant guarantee matters shall be subject to the officially signed guarantee documents. The final actual guarantee amount shall not exceed the guarantee amount granted this time.
4、 Opinions of the board of directors
This proposal has been deliberated and adopted at the 62nd meeting of the 5th board of directors of the company.
The board of Directors believes that the company’s guarantee for Hunan Yacheng’s application for comprehensive credit extension complies with the provisions of relevant laws and regulations such as the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the articles of association and the measures for the administration of external guarantee of the company, and the guaranteed target, Hunan Yacheng, as a wholly-owned subsidiary of the company, has good operation and excellent asset quality, With strong solvency, the industry has developed into an upward trend, and providing guarantee for Hunan Yacheng is within the control of the company. The board of Directors believes that the above guarantee behavior will not damage the interests of the company and will not have an adverse impact on the company. Therefore, in order to further support the capital needs of Hunan Yacheng, the board of directors agrees to the prediction of the new guarantee amount and submits it to the general meeting of shareholders for deliberation. 5、 Accumulated external guarantees and overdue guarantees
As of the disclosure date of this announcement, the total external guarantee of the company and its holding subsidiaries is RMB 1831 million (excluding RMB 100 million which has been deliberated and approved by the 60th meeting of the Fifth Board of directors and needs to be submitted to the first general meeting of shareholders in 2022, and RMB 200 million which has been deliberated and approved by this meeting and needs to be submitted to the second general meeting of shareholders in 2022), Accounting for 147.17% of the latest audited owner’s equity attributable to the parent company of RMB 1244106800 (among them, the guarantee amount provided by the company as a wholly-owned subsidiary is RMB 1019 million, accounting for 81.91% of the owner’s equity attributable to the parent company in the latest audit; the guarantee amount provided by the company for the joint-stock company Tianjin Maolian Technology Co., Ltd. is RMB 812 million, accounting for 65.27% of the owner’s equity attributable to the parent company in the latest audit). The cumulative balance of external guarantees actually incurred in the above guarantee matters is 126727272400 yuan, accounting for 101.86% of the owner’s equity of the parent company in the latest audit. The company has no overdue guarantee, external guarantee that does not involve litigation, and losses due to the judgment of losing the guarantee.
In the above contents, if there is a difference between the sum of each number and the total number in the mantissa, it is caused by rounding.
6、 Documents for future reference
Resolution of the 62nd meeting of the 5th board of directors.
It is hereby announced.
Beijing Hezong Science&Technology Co.Ltd(300477) board of directors
January 11, 2022
