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Stock code: 688299 Stock abbreviation: Changyang Technology Announcement No.: 2024-055
Ningbo Changyang Technology Co., Ltd
Regarding the provision of guarantee for a wholly-owned subsidiary to apply for a comprehensive credit line from a bank
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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:
Name of Guarantor: Wholly-owned subsidiary of Ningbo Changyang Technology Co., Ltd. (hereinafter referred to as the "Company"), including Hefei Changyang New Energy Technology Co., Ltd. (hereinafter referred to as "Hefei New Energy"), Hefei Changyang New Material Technology Co., Ltd. (hereinafter referred to as "Hefei New Material") and Zhejiang Changyang Technology Co., Ltd. (hereinafter referred to as "Zhejiang Changyang").
The amount of the guarantee and the balance of the guarantee actually provided for it: The company intends to provide guarantee for its wholly-owned subsidiaries Hefei New Energy, Hefei New Materials and Zhejiang Changyang to apply for a comprehensive credit line from the bank in 2025, and the total guarantee amount will not exceed RMB 1 billion. As of the date of disclosure of this announcement, the balance of guarantees actually provided by the Company for the above-mentioned wholly-owned subsidiaries is RMB 631,693,700.
Is there a counter-guarantee for this guarantee: No
The guarantee is subject to the approval of the general meeting of shareholders
1. Overview of the guarantee
(1) Basic information
In order to meet the construction and operation development needs of its wholly-owned subsidiaries Hefei New Energy, Hefei New Materials and Zhejiang Changyang, the Company intends to provide a guarantee for the above-mentioned wholly-owned subsidiaries to apply for a comprehensive credit line from the bank in 2025, with a total guarantee of no more than RMB 1 billion. The specific guarantee amount, guarantee period, guarantee method and other contents shall be subject to the officially signed guarantee documents. The above guarantee amount is not equal to the actual financing amount of the wholly-owned subsidiary.
(2) Internal decision-making procedures
On December 18, 2024, the company held the 27th meeting of the third board of directors and deliberated and approved
Proposal on Providing Guarantee for Wholly-owned Subsidiaries to Apply for Comprehensive Credit Line from Banks. In accordance with the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, the Articles of Association and other relevant provisions, the guarantee matters shall be submitted to the general meeting of shareholders of the company for deliberation.
2. Basic information of the guarantor
The objects to be guaranteed this time are all wholly-owned subsidiaries of the company, and the guarantors are as follows:
(1) Hefei Changyang New Energy Technology Co., Ltd
Date of establishment September 2021
Place of registration: No. 999, Gushui Road, Xinzhan District, Hefei City
Legal representative: Lu Li
General projects: R&D of emerging energy technologies; manufacturing of new membrane materials; New membranes
material sales; technology import and export; import and export of goods; business management consulting; Technical suits
service, technology development, technical consultation, technology exchange, technology transfer, technology promotion;
Business Scope: R&D of machinery and equipment; mechanical and electrical equipment manufacturing; Manufacture of special equipment (not included.)
can be classified as professional equipment manufacturing); sales of machinery and equipment; sales of electrical equipment; electron
Sales of components and electromechanical components and equipment (except for licensing business, can be independent in accordance with the law.)
Items that are not prohibited or restricted by laws and regulations)
The association between the guarantor and the listed company is a wholly-owned subsidiary of the company
relationship or otherwise
There is no major impact on the ability of the guarantor to repay debts
Major contingencies
Judgment defaulters do not belong to judgment defaulters
(2) Hefei Changyang New Material Technology Co., Ltd
Date of establishment September 2021
Place of registration: No. 999, Gushui Road, Xinzhan District, Hefei City
Legal representative: Lu Li
General projects: new material technology research and development; research and development of special electronic materials; Machinery and equipment
R&D; manufacturing of plastic products; sales of plastic products; Photovoltaic equipment and components
Business Scope: Manufacturing; sales of photovoltaic equipment and components; Synthetic manufacturing (free of hazardous chemicals
products); sales of synthetic materials; mold making; mold sales; Dedicated to plastic processing
equipment manufacturing; sales of special equipment for plastic processing; non-residential real estate leases; stand on tiptoe
business management consulting; Technical services, technology development, technical consultation, technical exchanges,
technology transfer, technology promotion; manufacturing of new membrane materials; Sales of new membrane materials
(In addition to licensed business, it can operate independently and in accordance with the law, which is not prohibited or restricted by laws and regulations.)
project)
The association between the guarantor and the listed company is a wholly-owned subsidiary of the company
relationship or otherwise
There is no major impact on the ability of the guarantor to repay debts
Major contingencies
Judgment defaulters do not belong to judgment defaulters
(3) Zhejiang Changyang Technology Co., Ltd
Date of establishment April 2023
Place of registration: No. 999, Free Trade Avenue, Dinghai District, Zhoushan City, China (Zhejiang) Pilot Free Trade Zone
1 building
Legal representative: Sun Fei
General projects: new material technology research and development; new material technology promotion services; Emerging energy
source technology research and development; photovoltaic equipment and components manufacturing; Photovoltaic equipment and components
Sale; manufacturing of special electronic materials; sales of special electronic materials; Special materials for electronics
Business Scope: Material research and development; manufacturing of plastic products; sales of plastic products; Special equipment for plastic processing
Fabricate; sales of special equipment for plastic processing; Synthetic material manufacturing (non-hazardous
academic products); sales of synthetic materials; Technical services, technology development, technical consulting,
technology exchange, technology transfer, technology promotion; Business management consulting (except as required by law.)
In addition to the approved projects, independently carry out business activities according to law with a business license).
The association between the guarantor and the listed company is a wholly-owned subsidiary of the company
relationship or otherwise
There is no major impact on the ability of the guarantor to repay debts
Major contingencies
Judgment defaulters do not belong to judgment defaulters
3. The main content of the security agreement
As of the disclosure date of this announcement, the company has not signed the relevant guarantee agreement for the above-mentioned 2025 bank credit, the company, as the guarantor of a wholly-owned subsidiary, provides joint and several liability guarantee within the scope of the above-mentioned guarantee amount, and the main content of the guarantee agreement signed by the company is determined by the guarantor and the guaranteed person and the bank through negotiation, and the specific guarantee amount, guarantee period, guarantee method and other contents are subject to the officially signed guarantee documents.
4. The reason and necessity of the guarantee
The above-mentioned guarantee matters are conducive to enhancing the financing ability of the wholly-owned subsidiary, ensuring that the funds required for the construction and operation of the wholly-owned subsidiary are in place in a timely manner, and are conducive to the steady development of the production and operation of the wholly-owned subsidiary, which is in line with the company's overall development plan, and the guarantee risk is controllable, and there is no damage to the interests of the company and shareholders.
5. Deliberations of the Board of Directors
On December 18, 2024, the company held the 27th meeting of the third board of directors and deliberated and approved
In the "Proposal on Providing Guarantee for Wholly-owned Subsidiaries to Apply for Comprehensive Credit Line from Banks", the Board of Directors approved the Company to provide guarantees for wholly-owned subsidiaries Hefei New Energy, Hefei New Materials and Zhejiang Changyang to apply for comprehensive credit lines from banks in 2025, with a total guarantee amount of no more than RMB 1 billion.
6. The cumulative amount of external guarantee and the amount of overdue guarantee
On February 9, 2022, the company held the 27th meeting of the second board of directors, and deliberated and approved the "Guan
In the proposal to provide guarantee for a wholly-owned subsidiary to apply for a comprehensive credit line from the bank, the board of directors agreed that the company will provide joint and several liability for the wholly-owned subsidiary Hefei New Energy to apply for a comprehensive credit line of no more than RMB 500 million from the bank
Any warranty. On March 24, 2022, the company signed a contract with Bank of Communications Co., Ltd. Ningbo Beilun Branch
In the "Guarantee Contract", the company provides joint and several liability for Hefei New Energy, a wholly-owned subsidiary, to apply for comprehensive credit from the bank
Guarantee, the secured claim is a claim incurred between 2022 and 2029, and the maximum amount of the secured claim is 319 million yuan.
On March 8, 2022 and March 24, 2022, the company held the 28th meeting of the second board of directors respectively
At the meeting and the first extraordinary general meeting of shareholders in 2022, the "Proposal on Providing Guarantee for Wholly-owned Subsidiaries to Apply for Comprehensive Credit Line from Banks" was deliberated and approved, and the board of directors agreed that the company is a wholly-owned subsidiary of Hefei New Materials
Apply for a comprehensive credit line of no more than RMB 1 billion from a bank to provide joint and several liability guarantees. August 18, 2022
On Sunday, the Company signed the "China Banking Association Syndicated Loan Guarantee Contract" with Agricultural Bank of China Co., Ltd. Hefei Xinzhan High-tech Zone Sub-branch and China Everbright Bank Co., Ltd. Hefei Branch, and the company provided joint and several liability for the "China Banking Association Syndicated Loan Contract" signed by Hefei New Materials, a wholly-owned subsidiary, Hefei Xinzhan High-tech Zone Sub-branch of Agricultural Bank of China Co., Ltd. and Hefei Branch of China Everbright Bank Co., Ltd
Guaranteed claims are secured claims that occur between August 18, 2022 and August 17, 2030
The maximum amount is 800 million yuan.
On February 26, 2024 and March 13, 2024, the 21st meeting of the 3rd Board of Directors of the Company
and the first extraordinary general meeting of shareholders in 2024 deliberated and passed the "Proposal on Providing Guarantee for Wholly-owned Subsidiaries to Apply for Comprehensive Credit Line from Banks", and agreed that the company will provide guarantees for wholly-owned subsidiaries Hefei New Energy, Hefei New Materials and Zhejiang Changyang to apply for comprehensive credit lines from banks in 2024, with a total guarantee of no more than 1.1 billion yuan
Renminbi. On March 25, 2024, the company signed a contract with Shanghai Pudong Development Bank Co., Ltd. Ningbo Branch
The company applied to Shanghai Pudong Development Bank for Hefei New Energy, a wholly-owned subsidiary, for the "Maximum Guarantee Contract".
The company provides joint and several liability guarantees for various types of financing business, and the secured claims are from March 25, 2024 to March 2027
If a claim arises during the 25-day period, the maximum amount of secured claim shall not exceed the equivalent of RMB 50 million. April 2024
On the 7th, the company signed the "Guarantee Contract" with Ningbo Jiangbei Branch of China Construction Bank Corporation, and the company provided joint and several services for the "RMB Working Capital Loan Contract" signed between Hefei New Energy, a wholly-owned subsidiary, and China Construction Bank
Liability guarantee, with a guarantee amount of 10 million yuan, and the guarantee period is from April 7, 2024 to April 7, 2028
Day. On May 8, 2024, the Company and China Construction Bank Corporation Ningbo Jiangbei Sub-branch signed the "Guarantee
The company is a wholly-owned subsidiary of Hefei New Energy and China Construction Bank signed the "RMB Working Capital Loan".
The contract provides joint and several liability guarantees, with a guarantee amount of 9.9 million yuan, and the guarantee period is from May 8, 2024
Until May 8, 2028. On May 29, 2024, the Company and China Construction Bank Corporation Ning
Bojiang North Sub-branch signed the "Guarantee Contract", and the company provided joint and several liability guarantee for the "RMB Working Capital Loan Contract" signed between Hefei New Energy, a wholly-owned subsidiary, and China Construction Bank, with a guarantee amount of 9.9 million yuan and a guarantee period
From May 29, 2024 to May 29, 2028. On August 30, 2024, the company and China Construction
Ningbo Jiangbei Sub-branch of Bank Co., Ltd. signed the "Guarantee Contract", and the company provided joint and several liability guarantee for the "RMB Working Capital Loan Contract" signed by Hefei New Energy, a wholly-owned subsidiary, and China Construction Bank
5 million yuan, and the guarantee period is from August 30, 2024 to September 2, 2028. October 14, 2024
On Sunday, the Company signed the "Guarantee Contract" with China Construction Bank Corporation Ningbo Jiangbei Branch, and the Company provided joint and several services for the "RMB Working Capital Loan Contract" signed between Hefei New Energy, a wholly-owned subsidiary, and China Construction Bank
Liability guarantee, with a guarantee amount of 9.9 million yuan, and a guarantee period from October 14, 2024 to October 2028
16th.
As of the disclosure date of this announcement, the total amount of external guarantee agreements being performed by the Company and its wholly-owned subsidiaries is RMB1213.7 million, all of which are guarantees provided by the Company to its wholly-owned subsidiaries. The actual guarantee balance was 631.6937 million yuan (of which the actual guarantee balance for Hefei New Energy was 304.8309 million yuan; The actual balance of the guarantee for Hefei New Materials is 326.8628 million yuan), and the unused guarantee amount is 582.0063 million yuan. The actual balance of guarantee accounts for 28.96% and 18.93% of the company's latest audited net assets and total assets, respectively, and there is no overdue guarantee and no litigation guarantee is involved.
The announcement is hereby made.
Board of Directors of Ningbo Changyang Technology Co., Ltd
December 20, 2024
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