Tianjin Songjiang Co.Ltd(600225) independent directors about
Special description and independent opinions on external guarantee
In accordance with the requirements of the guidelines for the supervision of listed companies No. 8 – regulatory requirements for capital transactions and external guarantees of listed companies (zjf [2022] No. 26), we have investigated and verified the guarantee matters with the relevant personnel of the company, and now issue special instructions and independent opinions:
During the reporting period, according to the company’s business objectives, the proposal on the company’s external guarantee amount in 2021 and the proposal on the company’s provision of business guarantee in 2021 were considered and adopted at the 22nd Meeting of the 10th board of directors and the 2020 annual general meeting of shareholders. In order to meet the borrowing needs of the company and its holding subsidiaries, the total amount of authorized external guarantee shall not be more than 4 billion yuan. Among them, the amount of guarantee provided for wholly-owned subsidiaries is 500 million yuan, the amount of guarantee provided for non wholly-owned holding subsidiaries is 3 billion yuan, and the amount of guarantee provided for the company is 500 million yuan. In addition, provide relevant business guarantee authorization for it product distribution business carried out by holding subsidiaries, with a total guarantee amount of no more than 500 million yuan. The above guarantee matters authorize the management of the company to handle specific matters according to the actual work needs within the guarantee amount approved by the general meeting of shareholders. The authorization is valid from the effective date of the resolution to the 2021 annual general meeting of shareholders.
During the reporting period, the company complied with the provisions of relevant laws and regulations and earnestly fulfilled the approval procedures and information disclosure obligations of external guarantee. As of December 31, 2021, the company’s external guarantee balance is 122748079598 yuan. The company’s guarantee belongs to the needs of the company’s production and operation and rational utilization of funds. The guarantee decision-making procedure is legal and reasonable, and there is no damage to the interests of the company and its shareholders, especially small and medium-sized shareholders.
We believe that the company has strictly followed its internal control system, the guidelines for the supervision of listed companies No. 8 – regulatory requirements for capital exchanges and external guarantees of listed companies, the Listing Rules of Shanghai Stock Exchange and the articles of association of the company of the China Securities Regulatory Commission, and there are no illegal guarantees, controlled the risks of external guarantees and effectively protected the legitimate rights and interests of the majority of shareholders. independent director:
Wu Yingguang, Li Shu, Li Zhihui
April 25, 2022
