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Securities code: 688234 Securities abbreviation: Tianyue Advanced Announcement No.: 2023-037
Shandong Tianyue Advanced Technology Co., Ltd.
Progress Announcement on Providing Guarantees for Bank Credit of Wholly Owned Subsidiaries
the company's board of directors and all directors to ensure that the contents of this announcement does not exist any false records, misleading statements or major omissions, and the authenticity, accuracy and completeness of the contents of the legal responsibility.
Important Note:
1. Name of the guarantor: Shanghai Yuefu Technology and Trade Co., Ltd. (hereinafter referred to as "Shanghai Yuefu"), a wholly-owned subsidiary of Shandong Tianyue Advanced Technology Co., Ltd. (hereinafter referred to as the "Company").
2. the amount of this guarantee and the balance of the guarantee actually provided for it: the total amount of the guarantee provided by the company for Shanghai yuefu is 100 million yuan. As of the disclosure date of this announcement, the company has actually provided a guarantee balance of 0 yuan (excluding this guarantee) for Shanghai Vietnam Service.
3, this guarantee no counter-guarantee.
4. this guarantee has been deliberated and approved by the board of directors of the company and does not need to be submitted to the general meeting of shareholders for deliberation.
Overview of 1. guarantees
In order to meet the business development needs of Shanghai Yuet, on September 13, 2023, the company and China CITIC Bank Co., Ltd. Shanghai Branch (hereinafter referred to as "China CITIC Bank Shanghai Branch") signed the "Maximum Guarantee Contract" for Shanghai Yuet The total amount of guarantee provided by the company for Shanghai Yuet to apply for financing from China CITIC Bank Shanghai Branch is RMB 100 million.
The above guarantee matters have been reviewed and approved at the 17th meeting of the first board of directors, the 15th meeting of the first board of supervisors, the 18th meeting of the first board of directors, and the 16th meeting of the first board of supervisors. The independent directors expressed their independent opinions. For details, please refer to the "Announcement on the Company's Application for Credit and Provision of Guarantee in 2023" (Announcement No. 2023-008) and the "Announcement on Increasing the Guaranteed Objects and the Estimated Amount of Guarantee" (Announcement No. 2023-014) disclosed by the Company on February 28, 2023 and April 27, 2023.
2. the basic information of the guarantor
1. company name: Shanghai yuefu science and trade co., ltd
2. Company type: limited liability company (wholly owned by a legal person not invested or controlled by a natural person)
3. Establishment Date: December 6, 2019
4. registered capital: 10 million yuan RMB
5. registered address: room J4526, building 1, 2222 huancheng road, juyuan new district, Jiading district, Shanghai
6. Legal Representative: Zhong Wenqing
7. business scope: general items: instruments, mechanical and electrical equipment, Wujinjiaodian, communication equipment, daily necessities, office supplies, handicrafts (except ivory and its products), computers, software and auxiliary equipment, chemical products (except hazardous chemicals, monitoring chemicals, fireworks, civil explosives, precursor chemicals), refractory materials, insulation materials, electronic components, semiconductors, electronic products sales, household appliances sales. (Except for projects subject to approval in accordance with the law, business activities shall be carried out independently with a business license in accordance with the law) Licensed items: import and export of goods; technology import and export. (For projects subject to approval according to law, business activities can only be carried out after approval by relevant departments. The specific business projects shall be subject to the approval documents or license certificates of relevant departments)
8. Shareholding structure: The company holds 100% of the equity of Shanghai Yuequo, which is a wholly-owned subsidiary of the company.
9. Financial data for the latest year and the first period:
Unit: RMB ten thousand yuan
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Shanghai Yuefu's 2022 financial data have been audited by Lixin Certified Public Accountants (Special General Partnership).
10. the guaranteed person is not the person who has broken his promise and has good performance ability.
The main contents of the 3. security agreement
1. Creditor: China CITIC Bank Co., Ltd. Shanghai Branch
2. debtor: Shanghai yue service science and trade co., ltd
3. Guarantor: Shandong Tianyue Advanced Technology Co., Ltd.
4. guarantee amount: 100 million yuan (in words RMB 100 million only).
5, guarantee scope: the scope of this guarantee includes the main creditor's rights under the main contract, interest, penalty interest, compound interest, liquidated damages, damages, debt interest during the period of delayed performance, delayed performance payment, expenses for realizing the creditor's rights (including but not limited to litigation fees, arbitration fees, attorney's fees, travel expenses, assessment fees, transfer fees, preservation fees, announcement fees, notarization and certification fees, translation fees, execution fees, preservation insurance fees, etc.) and all other payable.
6, guarantee mode: joint and several liability guarantee.
7. Guarantee period: three years from the date of expiration of the debt performance period under the main contract, that is, three years from the date of expiration of the debt performance period agreed by the debtor in accordance with the specific business contract. The guarantee period under each specific business contract is calculated separately.
Reasons and Necessity of 4. Security
The company provides guarantee for Shanghai Vietnam Service's application for financing this time to meet the needs of Shanghai Vietnam Service's business development and in line with the company's actual operation and overall development strategy. The guaranteed party is a wholly-owned subsidiary of the company, the asset credit status is good, the guarantee risk is controllable, and the guarantee matters are in the interests of the company and all shareholders.
5. cumulative amount of external guarantee and amount of overdue guarantee
As of the disclosure date of this announcement, the cumulative external guarantee balance of the company and its subsidiaries is RMB 200 million (excluding this guarantee), which are all guarantees for wholly-owned subsidiaries, accounting for the company's latest audited net assets and total assets The proportions are 3.81 and 3.42 respectively.
the company has no overdue and litigation-related external guarantees.
It is hereby announced.
Shandong Tianyue Advanced Technology Co., Ltd.
Board of Directors
15 September 2023
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