Funeng Shares (600483): Provide Guarantee For Project Loans Of Wholly-Owned Subsidiaries
Fujian Funeng Co., Ltd. Announcement on Providing Guarantee for Project Loans of Wholly owned 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 assume individual and joint liabilities for the authenticity, accuracy and integrity of its contents. Important tips:
● Name of the guaranteed: Fujian Funeng South Textile New Materials Co., Ltd
● Amount of this guarantee: 130 million yuan; Balance of guarantee provided for it: 150 million yuan
● Whether there is counter guarantee this time: none
● Accumulated amount of overdue external guarantee: none
1、 Overview of guarantee
（1） Basic information of guarantee
Fujian Funeng Nanfang New Material Co., Ltd. (hereinafter referred to as "Nanfang New Material"), a wholly-owned subsidiary of Fujian Funeng Co., Ltd. (hereinafter referred to as "the Company"), is intended to apply to Nanping Branch of Industrial Bank Co., Ltd. for a loan of RMB 130 million for the Fujian Enterprise Technology Transformation Investment Fund Project due to the construction needs of the second phase project of the High tech Material Industrial Park. The loan term is four years, The annual interest rate of the loan is 3%. The company plans to provide joint and several guarantee liability guarantee for the above project loans of Nanfang New Material. The security agreement has not been signed.
（2） Internal decision-making procedures for performance of guarantee matters
On December 10, 2019, the Company held the 18th interim meeting of the 9th Board of Directors by means of communication voting, and the Proposal on Providing Guarantee for Project Loans of Wholly owned Subsidiaries was reviewed and passed with 9 affirmative votes, 0 negative votes and 0 abstention votes.
2、 Basic information of the guaranteed
1. Company name: Fujian Funeng South Textile New Materials Co., Ltd
2. Company type: limited liability company
3. Domicile: No. 63, Anfeng Road, Yanping District, Nanping City, Fujian Province
4. Legal representative: Ma Xinming
5. Registered capital: 288483712 yuan
6. Date of establishment: September 30, 2014
7. Business Term: September 29, 2064
8. Business scope: manufacturing and sales of new medical materials, new sanitary materials, new nursing materials, new beauty materials, new automotive materials, new filtering materials and their products, textiles, PU leather; Self operation and agency of import and export business of various commodities and technologies (except for commodities and technologies that are restricted or prohibited from import and export by the state); Wholesale and retail of textile raw and auxiliary materials; Solar photovoltaic power generation business; Technical consulting services for the enterprise's products. (Projects that must be approved according to law can only be operated after being approved by relevant departments)
9. Accounting status (statement caliber of the parent company):
Unit: 10000 yuan
| December 31, 2018 (audited) | September 30, 2019 (unaudited) | |
| total assets | 110,198.05 | 116,160.43 |
| Net assets | 66,233.73 | 71,930.03 |
| Total liabilities | 43,964.31 | 44,230.39 |
| Including: total bank loans | 22,100.00 | 15,500.00 |
| Total current liabilities | 26,885.72 | 29,768.85 |
| January December 2018 | January September 2019 | |
| business income | 73,510.50 | 49,741.24 |
| Net profit | eight hundred and fifty-three point zero one | 5,696.29 |
Nanfang New Material is a wholly-owned subsidiary of the company.
3、 Main contents of guarantee
Guarantee mode: joint and several guarantee liability guarantee
Guarantee period: 4 years
Guarantee amount: RMB 130 million
4、 Opinions of the Board of Directors
The Board of Directors believes that the guaranteed company is a wholly-owned subsidiary of the company, which can effectively control and prevent guarantee risks; The guarantee matters involved are conducive to improving the financing capacity of Nanfang New Material Co., Ltd., meeting the needs of its normal production and operation, and there is no guarantee risk or damage to the company's interests.
The independent directors believe that the company provides joint and several guarantee liability guarantee for the project loan of 130 million yuan of Fujian Funeng South Textile New Materials Co., Ltd., a wholly-owned subsidiary, according to the actual situation. The guarantee period is 4 years, which meets the relevant conditions of the company's external guarantee, and there is no situation that damages the interests of the company's shareholders, especially small and medium-sized shareholders. The deliberation and voting procedures of the proposal are legal, standard and fair, and we agree with the matter.
5、 Accumulated external guarantee and overdue guarantee of the company
As of the disclosure date of this announcement, the Company and its subsidiaries have provided total external guarantees of 1.068 billion yuan (including this time
Guarantee amount), accounting for 8.07% of the company's latest audited net assets. The company's external guarantees are guarantees provided to its subsidiaries, and there is no overdue guarantee.
6、 Filing documents
1. Resolution of the 18th Interim Meeting of the 9th Board of Directors;
2. Basic information of the guaranteed person and the latest financial statements.
It is hereby announced.
Board of Directors of Fujian Funeng Co., Ltd
December 11, 2019
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