Securities code: 688220 Securities abbreviation: Aojie Technology Announcement No.: 2025-006
Aojie Technology Co., Ltd
Announcement on the company's guarantee for wholly-owned subsidiaries
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.
Important Content Notes:
Guarantor: Aojie Intelligent Technology (Shanghai) Co., Ltd. (hereinafter referred to as "Aojie Intelligent"), Hong Kong Zhiduoxin Electronic Technology Co., Ltd. (hereinafter referred to as "Hong Kong Zhiduoxin"). Aojie Intelligent and Hong Kong Zhiduoxin are wholly-owned subsidiaries of Aojie Technology Co., Ltd. (hereinafter referred to as the "Company" or "Aojie Co., Ltd.").
The Company intends to provide guarantees for Aojie and Hong Kong Zhiduoxin, with a maximum amount of no more than RMB 500 million (or equivalent in foreign currency, including the principal amount) for each company, and a total amount of no more than RMB 1 billion (or equivalent in foreign currency, inclusive
this number). As of March 28, 2025, the balance of the guarantee provided by the company for Aojie Intelligent is 100 million yuan
Failure of external guarantees; No guarantee was provided to Hong Kong Zhiduoxin.
This guarantee does not involve a counter-guarantee.
The guarantee does not need to be submitted to the general meeting of shareholders for deliberation.
1. Overview of the guarantee
Based on the needs of the subsidiary's operation and development, the company intends to provide guarantees for its wholly-owned subsidiaries, Aojie Intelligent and Hong Kong Zhiduoxin, with the maximum guarantee amount of each not exceeding RMB 500 million (or equivalent foreign currency, including the principal amount), and the total guarantee amount not exceeding RMB 1 billion (or equivalent foreign currency, including the principal amount), the specific content of which is subject to the actual signed contract.
On March 28, 2025, the company held the twelfth meeting of the second board of directors and the tenth meeting of the second board of supervisors to deliberate and pass the "Proposal on the Company's Guarantee for Wholly-owned Subsidiaries", which does not need to be submitted to the company's general meeting of shareholders for deliberation, and the above guarantee amount is valid for 12 months from the date of deliberation and approval of this matter by the board of directors.
2. The situation of the guarantor
1. Aojie Intelligent Technology (Shanghai) Co., Ltd
(1) Basic Information
Company name: Aojie Intelligent Technology (Shanghai) Co., Ltd
Unified Social Credit Code: 91310115MA1H9YTQ32
Legal representative: Dai Baojia
Date of Establishment: 14/05/2018
The registered capital is 705,636,900 yuan
The paid-in capital is 705.6369 million yuan
Registered place: 888, Huanhu West 2nd Road, Lingang New Area, China (Shanghai) Pilot Free Trade Zone
Building C
Place of production and operation: 888, Huanhu West 2nd Road, Lingang New Area, China (Shanghai) Pilot Free Trade Zone
Building C
The main business scope is engaged in the development of technology in the fields of intelligent technology, communication technology and computer technology
development, technical consultation, technical services, technology transfer, integrated circuit chip design
Computing, network engineering, electronic products, electronic components, computers, software
and sales of auxiliary equipment, engaged in the import and export of goods and technology, electricity
Sub-business (except financial business), business information consulting. [Subject to approval in accordance with law.]
business activities can only be carried out after approval by relevant departments]
(2) Key financial data
Unit: 10,000 yuan
Asset Items Q3 2024 / 30-09-2024 (Unaudited)
Total assets 83,109.26
Total liabilities 3,528.54
Net worth 79,580.73
Operating income was 36,030.39
Total profit 2,239.39
Net profit was 2,239.39
Unit: 10,000 yuan
Asset Project 2023 / December 31, 2023
Total assets 86,708.73
Total liabilities 10,048.87
Net worth 76,659.86
Operating income was 69,046.72
Total profit 2,616.39
Net profit was 2,616.39
(3) Major contingencies affecting the solvency of the guarantor: none
(4) Judgment defaulter: The guarantor is not a judgment defaulter
(5) Affiliation or other relationship between the guarantor and the company: The guarantor is a wholly-owned subsidiary of the company
2. Hong Kong Zhiduoxin Electronic Technology Co., Ltd
(1) Basic information
Company name: Hong Kong Zhiduoxin Electronic Technology Co., Ltd
Legal representative: Dai Baojia
Date of establishment April 10, 2013
Share capital structure: 100% shareholding of the company
Address: Room 417, 4th Floor, Tower 2, Lippo Centre, 89 Queensway, Hong Kong
Main business chip production, stocking, sales, technology research and development, as well as research and development equipment, equipment, intellectual property
rights to purchase and reserve
(2) Key financial data
Unit: 10,000 yuan
Asset Items Q3 2024 / 30-09-2024 (Unaudited)
Total assets 170,665.16
Total liabilities 57,337.78
Net worth 113,327.37
Operating income 208,413.73
Total profit 20,220.00
Net profit 17,003.11
Unit: 10,000 yuan
Asset Project 2023 / December 31, 2023
Total assets 135,484.74
Total liabilities 38,268.12
Net worth 97,216.62
Operating income was 210,590.85
Total profit 18,350.72
Net profit was 15,734.43
(3) Major contingencies affecting the solvency of the guarantor: none
(4) Judgment defaulter: The guarantor is not a judgment defaulter
(5) Affiliation or other relationship between the guarantor and the company: The guarantor is a wholly-owned subsidiary of the company
3. The main content of the security agreement
The guarantee amount has not yet signed a guarantee agreement, and the specific content is subject to the actual signed contract.
4. The reason and necessity of the guarantee
The guarantee provided by the company for the subsidiary is in line with the needs of the subsidiary's normal production and operation, and is conducive to the sustainable development of the subsidiary. The guaranteed object is a subsidiary with normal and continuous operation within the scope of the company's consolidated statements, with good asset credit status, the ability to repay debts, and the overall guarantee risk is controllable.
5. Examination and approval procedures
On March 28, 2025, the company held the 12th meeting of the second board of directors and the 10th meeting of the second board of supervisors, and deliberated and passed the "Proposal on the Company's Guarantee for Wholly-owned Subsidiaries".
6. Explanation of special opinions
The Board of Supervisors believes that the guarantee provided by the company to the company's wholly-owned subsidiary is conducive to solving its financing problems and supporting its healthy development. The operation and financial status of Aojie Intelligent and Hong Kong Zhiduoxin are stable, and they have the ability to repay the debts due, and the company has absolute control over the subsidiary, and the company has less risk of guaranteeing it and will not be against the company
and the interests of all shareholders. The company's decision-making and approval procedures for the proposal comply with relevant laws and regulations and the provisions of the Articles of Association, and there is no harm to the interests of the company and shareholders, especially small and medium-sized shareholders.
7. The cumulative amount of external guarantee and the amount of overdue guarantee
As of the disclosure date of this announcement, the company's external guarantees are all guarantees provided to subsidiaries, and the total amount of guarantees (the total amount of guarantees refers to the sum of the unused quota of 400 million yuan and the actual balance of 100 million yuan within the approved quota, excluding the guarantee quota approved this time) totaled 500 million yuan, accounting for 7.87% and 6.85% of the company's latest audited net assets and total assets respectively.
The company has no overdue guarantees and guarantees involved in litigation.
The announcement is hereby made.
Aojie Technology Co., Ltd
board of directors
March 29, 2025
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