Everbright Securities Company Limited(601788) (hereinafter referred to as Everbright Securities Company Limited(601788) or recommendation institution) as a recommendation institution of Rockontrol Technology Group Co.Ltd(688051) (hereinafter referred to as Rockontrol Technology Group Co.Ltd(688051) or company) for initial public offering of shares and listing on the science and innovation board, in accordance with the administrative measures for securities issuance and listing recommendation business, the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange, and the self discipline supervision guidance No. 1 of listed companies of Shanghai Stock Exchange – standardized operation and other relevant provisions, Special verification has been conducted on the credit guarantee provided by the company to its subsidiaries. The details are as follows:
In order to meet the needs of operation and development, the company and its subsidiaries intend to apply for a comprehensive credit line of no more than RMB 1.3 billion from banks and other financial and non-financial institutions in 2022, which is mainly used for handling working capital loans, fixed asset loans, contract financing, M & A loans, issuing bank acceptances, letters of credit, letter of guarantee, bill discount, bank factoring, trade financing, supply chain financing Financial leasing and other business types. The specific business types, credit lines and terms shall be subject to the final approval of financial institutions and non-financial institutions. The above credit line is not equal to the actual financing amount of the company. The actual financing amount is within the total credit line, and the actual financing amount of the company and its subsidiaries, financial institutions and non-financial institutions shall prevail.
In order to meet the operation and development needs of the subsidiary and improve the decision-making efficiency of the company, the company plans to be the subsidiary Taiyuan rockjiahua Industry Co., Ltd. (hereinafter referred to as “Tailuo industry”), Taiyuan rockjiahua Data Technology Co., Ltd. (hereinafter referred to as “data technology”), the subsidiary rockjiahua (Chongqing) Technology Co., Ltd. (hereinafter referred to as “Chongqing Jiahua”) The subsidiary Beijing Jiahua Zhilian Technology Co., Ltd. (hereinafter referred to as “Jiahua Zhilian”) provides guarantee lines of no more than 500 million yuan, 300 million yuan, 100 million yuan and 100 million yuan respectively for the financing within the above comprehensive credit line, with a total guarantee line of no more than 1 billion yuan. The guarantee methods include guarantee, mortgage and pledge. The specific guarantee line and term shall be subject to the guarantee contract signed at that time. The guarantee amount of each subsidiary can be appropriately adjusted according to the actual business needs.
This proposal is valid from the date of deliberation and approval of the 2021 annual general meeting to the date of holding the 2022 annual general meeting.
The company requests the general meeting of shareholders to authorize the operation and management of the company to fully handle the specific matters related to the company’s application for credit and guarantee to financial institutions within the scope of the above comprehensive credit line and guarantee line according to the needs of the actual operation of the company.
This matter needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（1） Taiyuan Luoke Jiahua Industry Co., Ltd
Company name: Taiyuan Luoke Jiahua Industry Co., Ltd
Legal representative: Li Wei
Registered address: No. 8, Jiahua street, Taiyuan Xuefu Park, Shanxi comprehensive reform demonstration zone (Luoke Jiahua Electronic Industrial Park)
Construction engineering design; Construction engineering survey; Construction project construction; Building intelligent system design; Special equipment manufacturing. (for projects that must be approved according to law, business activities can be carried out only after being approved by relevant departments, and the specific business projects shall be subject to the approval documents or licenses of relevant departments) general projects: technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Software development; Manufacturing of distribution switch control equipment; Distribution switch control equipment sales; Environmental protection consulting services; Internet of things application services; Environmental business scope: manufacturing of special equipment for environmental protection; Sales of special equipment for environmental protection; Manufacturing of auto parts and accessories; Sales of electrical equipment; Manufacturing of electrical instruments and meters; Sales of electrical instruments and meters; Manufacturing of mechanical and electrical equipment; Wholesale of computer software, hardware and auxiliary equipment; Retail of electronic components; Manufacturing of electronic components; Network equipment sales; Sales of metal materials; Information technology consulting services; Information system integration service; Computer system services; Software sales; Sales of intelligent vehicle mounted equipment; Sales of special equipment. (except for the items that must be approved according to law, the company shall independently carry out business activities according to law with its business license)
The affiliated relationship between the guaranteed and the listed company, the company’s shareholding of 100% or other relationships, major or contingencies affecting the guaranteed’s solvency
Year 2021/
Project December 31, 2021
Total assets 11759900
Total liabilities 7786475
Main financial data net assets 3973425
(10000 yuan)
Operating income 3061418
Net profit -768044
Net profit after deducting non recurring profit and loss -832068
Note: the above financial data of 2021 / December 31, 2021 are included in the consolidated financial statements of Rockontrol Technology Group Co.Ltd(688051) 2021 audited by Deloitte Touche Tohmatsu (special general partnership).
（2） Taiyuan Luoke Jiahua Data Technology Co., Ltd
Company name: Taiyuan Luoke Jiahua Data Technology Co., Ltd
Legal representative: Li Wei
Registered address: room 206, floor 2, No. 8, Jiahua street, Taiyuan Xuefu Park, Shanxi comprehensive reform demonstration zone
Computer data processing (except for bank card centers in data processing and cloud computing centers with pue value above 1.5); Cloud computing data center operation management services; Technical services and research and development of Internet of things equipment; Manufacturing and sales of Internet of things equipment; R & D, production and sales of software products; Value added telecommunication services; estate management.
(for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
The relationship between the guaranteed and the listed company, the 100% shareholding of Tailuo industry or other relationships, major or contingencies that affect the guaranteed’s solvency
Year 2021/
Project December 31, 2021
Total assets 4801309
Total liabilities 1127567
Key financial data
(10000 yuan) net assets 3673743
Operating income 210174
Net profit -17.65
Net profit after deducting non recurring profit and loss -467.59
Note: the above financial data of 2021 / December 31, 2021 are included in the consolidated financial statements audited by Deloitte Touche Tohmatsu (special general partnership) in Rockontrol Technology Group Co.Ltd(688051) 2020.
（3） Rockjiahua (Chongqing) Technology Co., Ltd
Company name: rockjiahua (Chongqing) Technology Co., Ltd
Legal representative: Liao Qiang
Registered address: Building 9, Yingtian gonggu standard workshop, information security industry city, Caojie street, Hechuan District, Chongqing
Sales of special products for computer information system security. (for projects subject to approval according to law, business activities can be carried out only after being approved by relevant departments, and the specific business projects shall be subject to the approval documents or licenses of relevant departments) general projects: cloud computing equipment manufacturing; Manufacturing of computer software, hardware and peripheral equipment; Manufacturing of special equipment for environmental protection; AI hardware sales; Basic resources and technology platform of artificial intelligence; Basic software development of artificial intelligence; Development of artificial intelligence application software; General application system of artificial intelligence; Business scope of artificial intelligence industry application system integration service; Technical consulting service of artificial intelligence public service platform; Artificial intelligence public data platform; Artificial intelligence innovation and entrepreneurship service platform; Artificial intelligence theory and algorithm software development; Blockchain technology related software and services; Internet of things application services; Big data services; Internet data services; Network and information security software development; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Information system operation and maintenance services; Software outsourcing services; Computer and office equipment maintenance; Environmental protection consulting services; Integration of satellite remote sensing application system; Engineering management services; Remote sensing satellite data
handle; Retail of computer software, hardware and auxiliary equipment; Geographic remote sensing information service; Information system integration service; business management; Information consulting services (excluding licensed information consulting services); Organize cultural and artistic exchange activities; Conference and exhibition services; Information technology consulting services; Safety consulting services; Software development; Data processing and storage support services; Wholesale of computer software, hardware and auxiliary equipment; Sales of air pollution monitoring and testing instruments; Sales of water quality monitoring instruments and instruments; Sales of ecological environment monitoring and testing instruments; Sales of solid waste detection instruments; Sales of environmental emergency detection instruments; Internet security services; Industrial Internet data service. (except for the items that must be approved according to law, the company shall independently carry out business activities according to law with its business license)
The affiliated relationship between the guaranteed and the listed company, the company’s shareholding of 100% or other relationships, major or contingencies affecting the guaranteed’s solvency
Year 2021/
Project December 31, 2021
Total assets 3290431
Total liabilities 1486195
Key financial data
(10000 yuan) net assets 1804236
Operating income 654113
Net profit -115740
Net profit after deducting non recurring profit and loss -141575
Note: the above financial data of 2021 / December 31, 2021 are included in the consolidated financial statements audited by Deloitte Touche Tohmatsu (special general partnership) in Rockontrol Technology Group Co.Ltd(688051) 2020.
（4） Beijing Jiahua Zhilian Technology Co., Ltd
Company name: Beijing Jiahua Zhilian Technology Co., Ltd
Legal representative: Wang Yaohua
Registered address: 4th floor, building 6, yard 10, Jiachuang Road, Tongzhou District, Beijing
Professional contracting; Internet information services; Technology development; Computer system services; Sales of electronic products and auto parts; Software development; Environmental protection research and development; Economic and trade consultation; Production of auto parts (limited to production activities outside the business scope). (market entities shall independently choose business projects and carry out business activities according to law; Internet information services and projects subject to approval according to law shall be approved by relevant departments
