Securities code: Anhui Zhongyuan New Materials Co.Ltd(603527) securities abbreviation: Anhui Zhongyuan New Materials Co.Ltd(603527) Announcement No.: 2022045 Anhui Zhongyuan New Materials Co.Ltd(603527)
Announcement on providing guarantee for holding subsidiaries
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Name of the guaranteed party: Anhui hachang New Material Technology Co., Ltd. (hereinafter referred to as “Anhui hachang”) this guarantee amount and the guarantee balance actually provided for it:
Anhui Zhongyuan New Materials Co.Ltd(603527) (hereinafter referred to as “the company”) provides a joint and several liability guarantee of RMB 6 million for the holding subsidiary Anhui ha Chuan, as follows:
The company provided a joint and several liability guarantee of RMB 6 million to Wuhu Yangzi Rural Commercial Bank Co., Ltd. (hereinafter referred to as “Yangzi bank” or “party a”) for Anhui hacun.
As of May 16, 2022, the guarantee balance actually provided for Anhui Harbin ship was 7.5 million yuan (excluding the guarantee amount).
Whether there is counter guarantee in this guarantee: no
Cumulative overdue amount of external guarantee: None
1、 Overview of guarantee
(I) basic information of guarantee
In order to meet the capital needs of the holding subsidiary Anhui Harbin ship, the company recently signed a guarantee contract with Yangtze bank, and the company provided a joint and several liability guarantee of 6 million yuan for Anhui Harbin ship.
(II) internal decision-making procedure
The company held the 10th meeting of the 4th board of directors and the first extraordinary general meeting of shareholders in 2021 on December 8, 2021 and December 24, 2021 respectively, and deliberated and adopted the proposal on the joint and several liability guarantee for the company’s application for comprehensive bank credit line for wholly-owned subsidiaries and holding subsidiaries. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on December 9, 2021 The announcement on the resolution of the 10th meeting of the Anhui Zhongyuan New Materials Co.Ltd(603527) 4th board of directors (Announcement No.: 2021034) disclosed Announcement of Anhui Zhongyuan New Materials Co.Ltd(603527) on the joint and several liability guarantee provided by the company for wholly-owned subsidiaries and holding subsidiaries applying for comprehensive bank credit line (Announcement No.: 2021040) and announcement of the resolution of the first extraordinary general meeting of shareholders in Anhui Zhongyuan New Materials Co.Ltd(603527) 2021 (Announcement No.: 2021044) disclosed on December 27, 2021.
2、 Basic information of the guaranteed
Company name: Anhui hachang New Material Technology Co., Ltd
Company domicile: North of Weijiu road and west of Luogang River, Mingguang chemical industry concentration zone, Chuzhou City, Anhui Province
Legal representative: Liu Yougui
Registered capital: 20 million yuan
Business scope: production, design, R & D, processing, assembly and sales of thermal insulation materials, shock absorption and noise reduction materials, special functional materials, anti-corrosion materials, ship materials, ship supporting equipment and composite materials; Ship interior decoration works, thermal insulation works and anti-corrosion works; Metal surface treatment; Technical consultation and technical services. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments).
As of December 31, 2021, the company had total assets of 284289 million yuan, total liabilities of 8.9933 million yuan, total bank loans of 2 million yuan, total current liabilities of 6.9928 million yuan and net assets of 194355 million yuan. In 2021, there was no operating income and net profit of -453000 yuan. (the above data has been audited)
As of March 31, 2022, the company had total assets of Hualan Group Co.Ltd(301027) million yuan, total liabilities of 111513 million yuan, total bank loans of 4 million yuan, total current liabilities of 7.1462 million yuan and net assets of 189513 million yuan. From January to March, 2022, there was no operating income and net profit of -484200 yuan. (the above data are Unaudited) Anhui Harbin Shipbuilding is a wholly-owned subsidiary of Harbin Harbin Shipbuilding New Material Technology Co., Ltd. (hereinafter referred to as “Harbin Harbin Shipbuilding”), a holding subsidiary of Anhui Anhui Zhongyuan New Materials Co.Ltd(603527) Investment Co., Ltd. (hereinafter referred to as “Zhongyuan investment”), a wholly-owned subsidiary of the company. Zhongyuan investment holds 85% of the equity of Harbin Harbin Shipbuilding.
3、 Main contents of the guarantee agreement
Guarantee contract
Guarantor: Anhui Zhongyuan New Materials Co.Ltd(603527)
Creditor: Wuhu Yangzi Rural Commercial Bank Co., Ltd
Debtor: Anhui hachang New Material Technology Co., Ltd
1. Guarantee limit: RMB six million only
2. Guarantee mode: joint and several liability guarantee
3. Guarantee scope: all debts under the main contract, including but not limited to all principal, interest (including compound interest and penalty interest), liquidated damages, compensation, other payments payable by the debtor to Party A, and expenses incurred by Party A to realize creditor’s rights and guarantee rights (including but not limited to litigation fees, arbitration fees, property preservation fees, preservation guarantee fees, execution fees, evaluation fees, auction fees, lawyer fees, etc.).
4. Guarantee period: three years from the date of expiration of the debt performance period under the main contract.
4、 Opinions of the board of directors
The guarantee has been deliberated and approved at the 10th meeting of the Fourth Board of directors and the first extraordinary general meeting of shareholders in 2021, and the independent directors of the company have expressed their independent opinions with explicit consent.
5、 Accumulated external guarantees and overdue guarantees
As of May 16, 2022, the total amount of external guarantees provided by the company and its holding subsidiaries was 749.5 million yuan, accounting for 71.05% of the company’s latest audited net assets (excluding minority interests). The total amount of guarantees provided by the company to its holding subsidiaries was 569.5 million yuan, accounting for 53.98% of the company’s latest audited net assets (excluding minority interests). There was no overdue guarantee. (excluding this guarantee amount)
It is hereby announced.
Anhui Zhongyuan New Materials Co.Ltd(603527) board of directors may 19, 2022