Securities code: 003037 securities abbreviation: Guangdong Sanhe Pile Co.Ltd(003037) Announcement No.: 2022-002 Guangdong Sanhe Pile Co.Ltd(003037)
Progress announcement on providing guarantee for subsidiaries
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
Guangdong Sanhe Pile Co.Ltd(003037) (hereinafter referred to as “the company”) held the 26th meeting of the second board of directors on April 26, 2021, and the proposal on the application of comprehensive credit and provision of guarantee by the company and its subsidiaries and the cancellation of the outstanding external guarantee line were deliberated and adopted at the 2020 annual general meeting of shareholders, It is agreed that the company and its subsidiaries intend to apply to banks and other financial institutions for a comprehensive credit line of no more than RMB 5025 million and US $9 million (converted according to the central parity of RMB exchange rate authorized by China foreign exchange trading center on April 15, 2021, equivalent to RMB 58.7673 million), The credit line shall be one year from the date of deliberation and approval of the company’s 2020 annual general meeting of shareholders. Within the credit term and credit line, the credit line can be recycled. According to the different subjects applying for credit extension, the company and its subsidiaries will provide a guarantee with an estimated total guarantee line of no more than 1277.5 million yuan for the above comprehensive credit extension (the guarantee forms include but are not limited to joint and several liability guarantee, mortgage guarantee, etc., which shall be subject to the provisions of the credit extension main contract and guarantee contract). The general meeting of shareholders of the company authorizes the chairman of the company to handle relevant procedures and sign relevant legal documents on behalf of the management of the company and its subsidiaries within the above limit. See the company’s website at cninfo.com for details（ http://www.cn.info.com.cn. ）Announcement on the company and its subsidiaries applying for bank credit and providing guarantee and revoking the unimplemented external guarantee line (Announcement No.: 2021-029).
2、 Guarantee progress
Recently, the company signed the following guarantee contract with the bank on the bank credit of its subsidiary:
1. The company signed the maximum guarantee contract with Industrial And Commercial Bank Of China Limited(601398) Taicang sub branch for the bank credit business of its subsidiary Suzhou Guangdong Sanhe Pile Co.Ltd(003037) Co., Ltd., and the maximum principal guaranteed is 135 million yuan;
2. The company signed the maximum irrevocable guarantee with China Merchants Bank Co.Ltd(600036) Suzhou Branch for the bank credit business of its subsidiary Suzhou Guangdong Sanhe Pile Co.Ltd(003037) Co., Ltd., and the maximum principal guaranteed is 60 million yuan.
3、 Main contents of the guarantee
(I) maximum guarantee contract signed by the company and Industrial And Commercial Bank Of China Limited(601398) Taicang sub branch:
1. Creditor: Industrial And Commercial Bank Of China Limited(601398) Taicang sub branch
2. Debtor: Suzhou Guangdong Sanhe Pile Co.Ltd(003037) Co., Ltd
3. Guarantor: Guangdong Sanhe Pile Co.Ltd(003037)
4. Maximum amount of guaranteed principal and debt: RMB 135 million
5. Guarantee mode: joint and several liability guarantee
6. Warranty period:
(1) If the main contract is a loan contract or a precious metal lease contract, the guarantee period under this contract is three years from the day after the expiration of the loan term or precious metal lease term under the independent contract; If the creditor announces the early maturity of the loan or precious metal lease according to the master contract, the guarantee period shall be three years from the next day of the maturity date of the loan or precious metal lease.
(2) If the main contract is a bank acceptance agreement, the guarantee period is three years from the next day of the creditor’s external commitment.
(3) If the main contract is a guarantee agreement, the guarantee period is three years from the next day when the creditor performs the guarantee obligation.
(4) If the main contract is the L / C issuing agreement / contract, the guarantee period is three years from the next day when the creditor pays the payment under the L / C.
(5) If the main contract is other financing documents, the guarantee period shall be three years from the next day of the maturity or early maturity of the creditor’s rights determined in the independent contract.
7. Scope of guarantee:
Principal of principal creditor’s right (including principal of precious metal lease creditor’s right and its RMB amount converted according to the precious metal lease contract), interest, precious metal lease fee, compound interest, penalty interest, liquidated damages, damages, excess and shortage of precious metal lease weight, exchange rate loss (relevant loss caused by exchange rate change), relevant loss caused by precious metal price change The transaction fees and other expenses incurred by the lessor of the precious metal lease contract in exercising its corresponding rights according to the master contract and the expenses for realizing the creditor’s rights (including but not limited to legal fees, lawyer’s fees, etc.). (II) the company signed the maximum irrevocable guarantee with China Merchants Bank Co.Ltd(600036) Suzhou Branch:
1. Creditor: China Merchants Bank Co.Ltd(600036) Suzhou Branch
2. Debtor: Suzhou Guangdong Sanhe Pile Co.Ltd(003037) Co., Ltd
3. Guarantor: Guangdong Sanhe Pile Co.Ltd(003037)
4. Maximum debt amount of guaranteed principal: 60 million yuan
5. Guarantee mode: joint and several guarantee liability
6. Warranty period:
From the effective date of this guarantee to the maturity date of each loan or other financing under the credit agreement or the creditor’s assigned accounts receivable creditor’s rights or the advance date of each advance plus three years. For any specific extension of credit, the guarantee period shall be extended to three years after the expiration of the extension period.
7. Scope of guarantee:
(1) The sum of the principal balance of loans and other credits provided by the creditor to the debtor under the credit line in accordance with the credit agreement (the maximum limit is RMB (in words) 60 million), as well as relevant interest, default interest, compound interest, liquidated damages, liquidated damages for delay in performance, factoring expenses, expenses for realizing security rights and creditor’s rights and other relevant expenses.
(2) As for the revolving credit, if the principal balance of the loan or other credit provided by the creditor to the debtor exceeds the amount of the credit line, the guarantor shall not be liable for the part of the credit balance exceeding the amount of the credit line, but only for the part of the loan or other credit principal balance not exceeding the amount of the credit line and its interest, default interest, compound interest, liquidated damages, liquidated damages The expenses for realizing the security right and creditor’s right and other relevant expenses shall bear joint and several guarantee liability.
(3) During the credit period, the creditor handles new loan repayment, conversion of old loans or debts under letters of credit, letters of guarantee, bills and other items for the debtor (no matter whether such old loans, letters of credit, letters of guarantee, bills and other businesses occur during or before the credit period), the guarantor confirms that the resulting debts are included in the scope of its guarantee liability.
(4) When the debtor applies for the import L / C business, if the import documentary bill actually occurs subsequently under the same L / C, the import L / C and import documentary bill occupy the same amount according to different stages. That is, when the import documentary bill business occurs, the amount recovered after the external payment of the L / C is used for import documentary bill, which is deemed to occupy the same amount of the original import L / C, which is confirmed by the guarantor.
4、 Accumulated external guarantee quantity and overdue guarantee amount
As of the disclosure date of this announcement, the total amount of guarantee of the company and its holding subsidiaries is 1277.5 million yuan. After this guarantee is provided, the total balance of external guarantee of the company and its holding subsidiaries is 232629700 yuan, accounting for 17.71% of the latest audited net assets of the company. The company and its holding subsidiaries did not provide guarantees for entities outside the consolidated statements. The company and its subsidiaries have no overdue external guarantees, guarantees involving litigation and losses due to the judgment of losing the guarantee.
5、 Documents for future reference
1. Maximum guarantee contract signed by the company and Industrial And Commercial Bank Of China Limited(601398) Taicang sub branch; 2. The maximum irrevocable guarantee signed by the company and China Merchants Bank Co.Ltd(600036) Suzhou Branch. It is hereby announced.
Guangdong Sanhe Pile Co.Ltd(003037) board of directors January 19, 2022
