Jiangsu Zhongnan Construction Group Co.Ltd(000961) : progress announcement on providing guarantee for Changshu Xinhong and other companies

Securities code: 000961 securities abbreviation: Jiangsu Zhongnan Construction Group Co.Ltd(000961) Announcement No.: 2022-004

Jiangsu Zhongnan Construction Group Co.Ltd(000961)

Progress announcement on providing guarantees for Changshu Xinhong and other companies

The company and all members of the board of directors guarantee that the information disclosed is true, accurate, complete and free from falsehood

Records, misleading statements or material omissions.

Special risk tips:

As of the date of this announcement, Jiangsu Zhongnan Construction Group Co.Ltd(000961) (hereinafter referred to as “the company”) and its holding subsidiaries

The company’s external guarantee balance was 56.528 billion yuan, accounting for the shareholders of the company’s shareholders of Listed Companies in the latest audit

196.95% of equity, investors are invited to pay attention to relevant risks.

1、 Overview of guarantee

1. Providing guarantee for Changshu Xinhong Trading Co., Ltd. (hereinafter referred to as “Changshu Xinhong”)

In order to promote the company’s business development, Changshu Xinhong, a subsidiary of the company with a shareholding of 60%, has offered rural merchants in Jingjiang, Jiangsu Province

Jiangyin Park sub branch of Industrial Bank Co., Ltd. borrows 75 million yuan for a period of 12 months. The company holds 60%

Weihai Jinzhan Real Estate Co., Ltd. (hereinafter referred to as “Weihai Jinzhan”) pledged its holding of Weihai Hongrun

Weihai Hongrun Co., Ltd. (hereinafter referred to as “Weihai Hongrun”) has 100% equity, and Weihai Hongrun mortgages its Weihai manyue

The company, Weihai Jinzhan and Weihai Hongrun also provide joint and several liabilities for the relevant financing

As a guarantee, the guarantee amount is 75 million yuan.

2. Provide guarantee for Xiamen Zhongnan Deyu Real Estate Development Co., Ltd. (hereinafter referred to as “Xiamen Deyu”)

should

In order to promote the business development of the company, Xiamen Deyu, a wholly-owned subsidiary of the company, plans to acquire the sole proprietorship with RMB 294.5 million

Xiamen Junhao Real Estate Development Co., Ltd. (hereinafter referred to as “Xiamen Junhao”) held by the third party Lingzhu Investment Co., Ltd

After the acquisition, the company will hold 100% equity of Xiamen Junhao. The company is Xiamen Deyu

Provide joint and several liability guarantee for the payment obligation of Xiamen Deyu until Xiamen Deyu pays off the relevant payment, and the guarantee amount is

294.5 million yuan.

The sixth extraordinary general meeting of shareholders of the company in 2021 deliberated and approved the proposal for Shenzhen jinzhongsheng and other companies

The proposal on providing guarantee agrees to provide guarantee for the above companies. See October 30, 2021 for details

And published in China Securities Journal, securities times, securities daily and Shenzhen Stock Exchange on November 16

Announcement on providing guarantee for Shenzhen jinzhongsheng and other companies on the website of the stock exchange and cninfo

Announcement on the resolution of the sixth extraordinary general meeting of shareholders in 2021.

2、 Usage of guarantee limit

The current guarantee before the current guarantee of the secured party can be used after the current guarantee. Whether the secured party’s corporate right has been guaranteed and available for use in the latest period accounts for the proportion of related interests of the company’s recently guaranteed and available guarantee limit amount of assets and liabilities amount of guarantee limit amount of shareholders’ amount of guarantee in the first period consideration of guarantee amount Ratio (10000 yuan) (10000 yuan) (10000 yuan) equity ratio (10000 yuan) (10000 yuan)

Changshu Xinhong 60% 100.02% 0 note 7500 0.26% 7500 note sixth no in 2021 Xiamen Deyu 100% 100.51% 0 4864219 29450 1.03% 294504827269 extraordinary general meeting of shareholders

Total 0 4864219 36950 1.29% 36950 4827269 —

Note: the total amount of guarantee available to subsidiaries with asset liability ratio exceeding 70%.

3、 Basic information of the guaranteed

1. Changshu Xinhong Trade Co., Ltd

Date of establishment: August 29, 2018

Registered address: Room 301, building 77, Zhongnan Century City, No. 26, Taishan South Road, Changshu

Legal representative: Shi Jianhua

Registered capital: RMB 2 million

Main business: clothing, shoes and hats, bags, clocks and watches, glasses, daily necessities, cultural and sports goods and equipment, hardware and electrical appliances, electronic products, household appliances, electromechanical equipment, communication equipment, computers and accessories, toys, furniture, mechanical equipment, building materials, labor protection products, decoration materials, gas appliances and accessories, office supplies, photographic equipment Wholesale and retail of Arts and crafts (except gold jewelry); Leasing of construction machinery and equipment.

Shareholders:

Credit status: it is not the subject responsible for breach of credit, and its credit status is good.

Association: the company, shareholders holding more than 5% of the company’s shares, directors, supervisors and senior managers of the company have no association with other shareholders of the company.

Financial situation:

Unit: 10000 yuan

Time total assets total liabilities net assets operating income operating profit net profit

2020 5.26 5.50 -0.24 0 -0.10 -0.07 (audited)

September 2021 2996.06 2996.77 -0.71 77.38 -0.48 -0.48 (Unaudited)

2. Xiamen Zhongnan Deyu Real Estate Development Co., Ltd

Date of establishment: April 13, 2018

Registered address: unit a, 28 / F, block a, Portman wealth center, special room 81, Zhanhong Road, Siming District, Xiamen

Legal representative: Yang Jie

Registered capital: RMB 10 million

Main business: real estate development and operation; estate management; Real estate intermediary services (excluding appraisal); Self owned real estate business activities; Parking lot management; Other unspecified real estate industries; Real estate leasing operation

Shareholders:

Credit status: it is not the subject responsible for breach of credit, and its credit status is good.

Financial situation:

Unit: 10000 yuan

Time total assets total liabilities net assets operating income operating profit net profit

2020 601936.34 604646.28 -2709.94 259.13 -1277.79 -1088.95 (audited)

September 2021 723926.61 727606.93 -3680.33 323.55 -1293.85 -970.39 (Unaudited)

4、 Main contents of guarantee documents

1. Providing guarantee for Changshu Xinhong

(1) Main contents of guarantee: Weihai Jinzhan pledged its 100% equity of Weihai Hongrun, and Weihai Hongrun mortgaged its land use right of Weihai manyue Bay phase II project. The company, Weihai Jinzhan and Weihai Hongrun also provided joint and several liability guarantee for relevant financing, with a guarantee amount of 75 million yuan.

(2) Guarantee scope: principal, interest, compound interest, default interest, overdue interest, compensation, liquidated damages, compensation, etc. of the principal creditor’s right; During the period of delay in performance of the effective legal document, Changshu Xinhong shall double the debt interest and delay payment; Expenses and all other expenses payable for the realization of creditor’s rights and security rights (including but not limited to possible legal fees, arbitration fees, property preservation fees, property preservation insurance fees, travel expenses, execution fees, evaluation fees, registration fees, auction fees, notarization fees, service fees, public litigation fees, lawyer fees, etc.).

(3) Guarantee period: 3 years from the date of expiration of the loan period.

2. Guarantee for Xiamen Deyu

(1) Main contents of guarantee: the company provides joint and several liability guarantee for Xiamen Deyu’s payment obligations until Xiamen Deyu pays off the relevant funds, with a guarantee amount of 294.5 million yuan.

5、 Opinions of the board of directors

The board of Directors believes that the guarantee provided to relevant companies is based on the needs of the company’s business development. At present, the above companies operate normally and have strong solvency, and the guarantee does not increase the company’s risk. For the guarantee provided for the non wholly-owned company, the company requires other shareholders of the guaranteed object to provide counter guarantee to the company according to the shareholding ratio to control the company’s risk. The provision of guarantee shall not damage the interests of the company and other shareholders, especially minority shareholders.

6、 Company guarantee

As of the date of this announcement, the external guarantee balance of the company and its holding subsidiaries was 56.528 billion yuan, accounting for 196.95% of the shareholders’ equity attributable to the shareholders of the listed company in the latest audit. Among them, the balance of guarantees provided by the company and its holding subsidiaries to entities outside the consolidated statements was 14.981 billion yuan, accounting for 52.20% of the shareholders’ equity attributable to the shareholders of the listed company in the latest audit; The overdue guarantee amount is 0 yuan, and the guarantee amount involving litigation is 0 yuan.

7、 Documents for future reference

1. Related agreements

It is hereby announced.

Jiangsu Zhongnan Construction Group Co.Ltd(000961) board of directors

January 15, 2002

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