Securities code: Dynavolt Renewable Energy Technology (Henan) Co.Ltd(002684) securities abbreviation: ST lion Announcement No.: 2022048 Lion New Energy Technology (Henan) Co., Ltd
Announcement on providing guarantee for joint stock companies
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Overview of guarantee
1. Due to business needs, Mengshi new energy technology (Henan) Co., Ltd. (hereinafter referred to as “the company”) shares in Yunxi Xingyun photovoltaic poverty alleviation investment and Development Co., Ltd. (hereinafter referred to as “Yunxi Xingyun”) signed a fixed assets loan contract with Yunxi sub branch of Bank of Hubei Co., Ltd. (hereinafter referred to as “Bank of Hubei”) on January 27, 2022, with a loan amount of RMB 200 million, The loan term is 96 months from the date of actual loan.
Hubei Mengshi optoelectronics Co., Ltd. (hereinafter referred to as “Hubei Mengshi optoelectronics”), a wholly-owned subsidiary of the company, intends to provide equity pledge guarantee for Yunxi Xingyun’s loan from Hubei bank with its 29% equity of Yunxi Xingyun. Hubei Qianfa state owned Capital Investment Group Co., Ltd. (hereinafter referred to as “Hubei Qianfa company”) Yunxi county investment and Development Co., Ltd. (hereinafter referred to as “Yunxi investment and development company”) and Yunxi County Sunshine Industry Poverty Alleviation Development Co., Ltd. (hereinafter referred to as “sunshine industry poverty alleviation company”), the shareholder holding 71% equity of Yunxi Xingyun, provide joint and several liability guarantee for the loan of Yunxi Xingyun in Bank of Hubei.
Sunshine industry poverty alleviation Co., Ltd. provides counter guarantee for the equity guarantee of Hubei Mengshi photoelectric pledge Yunxi Xingyun. 2. The company held the 60th meeting of the sixth board of directors on April 29, 2022, and deliberated and adopted the proposal on providing guarantee for joint-stock companies. According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and the articles of association, this guarantee must be submitted to the general meeting of shareholders of the company for deliberation. The board of directors of the company requests the general meeting of shareholders to authorize the operation and management of the company to handle relevant matters, including signing relevant contracts for the above matters.
2、 Basic information of the guaranteed
1. Company name: Yunxi Xingyun photovoltaic poverty alleviation investment and Development Co., Ltd
2. Unified social credit Code: 91420322ma48yjme3u
3. Address: No. 7, Tianfeng Avenue, Chengguan Town, Yunxi county (4th floor, county transportation and Logistics Bureau)
4. Company type: limited liability company (state-owned holding)
5. Legal representative: Zou Xinyan
6. Date of establishment: April 14, 2017
7. Registered capital: 100 million yuan
8. Business scope: investment and construction of photovoltaic poverty alleviation projects; Entrusted to issue photovoltaic poverty alleviation project funds; Power production and sales; Contracted construction of urban road lighting works; Organize and carry out scientific and technological development, skill training and related product consulting services in new energy.
9. Ownership structure:
10. Financial data of the latest year:
Unit: Yuan
Serial number item December 31, 2021 March 31, 2022
1. Total assets 7044464599173771041250
2. Total liabilities 6325637609466728066310
3. Net assets 71882698977042974940
Item No. January December 2021 January March 2022
1. Operating income 3339779729741274451
2. Net profit -85283193 -318608826
11. According to the company’s inquiry on China executive information disclosure network, Yunxi Xingyun is not listed as a “dishonest executee”. 3、 Main contents of pledge contract
Pledgor: Hubei Mengshi photoelectric Co., Ltd
Pledgee: Yunxi sub branch of Bank of Hubei Co., Ltd
1. Main contract type and principal amount
The main contract type is fixed asset loan contract. The principal amount of the main contract is RMB 200 million only.
2. The time limit for the debtor to perform its debts and the purpose of the loan
The time limit for the debtor to perform the debt agreed in the main contract is 96 months, which is planned to be from January 27, 2022 to January 27, 2030. However, the loan term will be postponed from the actual loan date; In case of installment loan, it shall be calculated from the first actual loan date.
The purpose of the loan agreed in the main contract is to pay for the 100mwp centralized Lin Guang complementary photovoltaic poverty alleviation power station project in laijiahe, Hejia Town, Yunxi county.
3. Scope of pledge guarantee
All debts under the main contract, including but not limited to all principal, interest (including compound interest and penalty interest), liquidated damages, compensation, expenses incurred or likely to occur for Party B to realize its creditor’s rights and security rights (including but not limited to legal fees, arbitration fees, property preservation fees, travel expenses, execution fees, auction fees, notarization fees, service fees, announcement fees, lawyer fees, etc.) and other amounts payable by the debtor to Party B.
4、 Opinions of the board of directors
Yunxi Xingyun is a joint-stock company of the company, with good credit status. Yunxi xinglaijiahe photovoltaic poverty alleviation power station
For investment, construction, operation and maintenance, the power station has been successfully connected to the grid on June 30, 2018, and fully connected to the grid for power generation and continuous operation on November 19, 2020. The loan from Hubei Bank of Yunxi Xingyun will be used to pay for the 100mwp centralized Lin Guang complementary photovoltaic poverty alleviation power station project in laijiahe, Hejia Town, Yunxi county. According to the project description provided by Yunxi Xingyun, after the power station is connected to the grid with full capacity, it is expected to realize an annual power generation income of about 70 million yuan, which has a certain debt repayment ability. In addition to the pledge guarantee provided by Hubei Mengshi optoelectronics, Hubei Qianfa company, Yunxi investment and development company and sunshine industry poverty alleviation company provide joint and several liability guarantee for the loan. At the same time, sunshine industry poverty alleviation company provides counter guarantee for Hubei Mengshi optoelectronics. Yunxi County State owned assets supervision and administration bureau holds 100% equity of sunshine industry poverty alleviation company, with good background and strong strength. Hubei Mengshi optoelectronics provides guarantee for Yunxi Xingyun, and the financial risk is small.
5、 Independent opinion
Hubei Mengshi optoelectronics provides guarantee for Yunxi Xingyun loan, mainly to support the business development of Yunxi Xingyun, solve the capital demand of its project construction and further improve economic benefits. Guangdonghectechnologyholdingco.Ltd(600673) industrial poverty alleviation company, the holding stock of Yunxi Xingyun, provides joint and several liability guarantee for its loan and counter guarantee for Hubei Mengshi optoelectronics. Hubei Qianfa company and Yunxi investment and development company provide joint and several liability guarantee for this loan, and Hubei Mengshi optoelectronics provides guarantee for Yunxi Xingyun loan with low risk. The company’s deliberation procedures on this guarantee comply with the provisions of relevant laws, regulations, rules and normative documents, and there is no situation that damages the interests of the company and its shareholders, especially small and medium-sized shareholders. We agree to the proposal on providing guarantee for joint-stock companies and submit it to the 2021 annual general meeting of shareholders of the company for deliberation.
6、 Accumulated external guarantees and overdue guarantees
As of March 31, 2022, the company provided guarantees for subsidiaries within the scope of consolidated statements and the balance of mutual guarantees of subsidiaries within the scope of consolidated statements totaled 706883800 yuan.
The company and its subsidiaries within the scope of consolidated statements provided guarantees to other third parties, with a total balance of 1452399 million yuan, including:
1. Provide guarantee for Hubei Mengshi New Energy Technology Co., Ltd
On August 3, 2020, the company disclosed the announcement on the receipt of civil ruling by the wholly-owned subsidiary. The wholly-owned subsidiary of the company, Hubei Mengshi New Energy Technology Co., Ltd. (hereinafter referred to as “Hubei Mengshi”) received the civil ruling ([2019] e 0684 minpo No. 3-5) from the people’s Court of Yicheng city, Hubei Province, and is now the creditor of Hubei Yicheng Rural Commercial Bank Co., Ltd Some creditors and the bankruptcy liquidation group strongly opposed the application of Hubei lion to postpone the submission of the draft reorganization plan. Yicheng people’s Court of Hubei Province ruled to terminate the reorganization procedure of Hubei lion and declared Hubei lion bankrupt. After entering the bankruptcy liquidation procedure, Hubei lion was taken over by the administrator designated by the court, the company lost its control, and Hubei lion was no longer included in the scope of the company’s consolidated statements. Before that, the company and its subsidiaries within the scope of consolidated statements provided guarantees for Hubei lion, with a total balance of 422407 million yuan. After Hubei lion is no longer included in the scope of consolidated statements, the company and its subsidiaries within the scope of consolidated statements still need to continue to perform guarantee obligations until the expiration of the guarantee period. Since the company has lost its control over Hubei lion, the aforesaid guarantee has been transferred to the guarantee provided by the company and its subsidiaries within the scope of consolidated statements for other third parties.
2. Provide guarantee for Jiangsu fengguyuan Energy Storage Technology Research Institute Co., Ltd
On April 6, 2021, the company disclosed the announcement on the application for bankruptcy liquidation of its holding subsidiary. Jiangsu fengguyuan Energy Storage Technology Research Institute Co., Ltd. (hereinafter referred to as “Jiangsu fengguyuan”) received the civil ruling ([2021] Su 1191 Boshen No. 3) from the people’s Court of Zhenjiang Economic Development Zone, The people’s Court of Zhenjiang Economic Development Zone ruled to accept the creditor Chen Guang’s application for bankruptcy liquidation of Jiangsu fengguyuan. After entering the bankruptcy liquidation procedure, Jiangsu fengguyuan was taken over by the administrator designated by the court, the company lost its control, and Jiangsu fengguyuan was no longer included in the scope of the company’s consolidated statements. Before that, the company provided guarantee for Jiangsu fengguyuan with a total balance of 1029992 million yuan. After Jiangsu fengguyuan is no longer included in the scope of the company’s consolidated statements, the company still needs to continue to perform the guarantee obligations until the guarantee expires. Since the company has lost its control over Jiangsu fengguyuan, the above guarantee has been transferred to the guarantee provided by the company for other third parties.
The overdue guarantee principal and interest, default interest and liquidated damages involved in the above guarantee amount to about 723552 million yuan.
7、 Documents for future reference
The right pledge contract to be signed between Hubei Mengshi optoelectronics and Bank of Hubei.
It is hereby announced.
Board of directors of Mengshi new energy technology (Henan) Co., Ltd
April 29, 2002
