Xindaxin: Announcement of guarantee for banks of wholly-owned subsidiaries

Abstract Xindaxin: Announcement on the guarantee for the comprehensive credit of the wholly-owned subsidiary bank Securities code: 300080 Securities abbreviation: Xinda New Materials Announcement No.: 2013-091 Henan Xinda New Materials Co., Ltd. is a wholly-owned subsidiary bank Comprehensive credit guarantees...
Xindaxin: Announcement on Providing Guarantee for Comprehensive Credit of Banks of Full-Funded Subsidiaries

Stock code: 300080 Securities abbreviation: New big new material announcement number: 2013-091

Announcement of Henan Xinda New Materials Co., Ltd. on Providing Guarantee for Comprehensive Credit of Banks of Full-Funded Subsidiaries

The company and all board members guarantee the truthfulness, accuracy and completeness of the information disclosure, and there are no false records, misleading statements or major omissions.

Important content tips:

Name of the sponsor:

Xinjiang New Road Sign Photovoltaic Material Co., Ltd.

Kaifeng Wansheng New Material Co., Ltd.

Pingdingshan Yicheng New Material Co., Ltd.

The amount of the guarantee and the accumulated amount of the guarantee:

The guarantee amount for Xinjiang Xinluo Photovoltaic Materials Co., Ltd. was RMB 50 million, and the cumulative amount of guarantee for the end of the third quarter of 2013 was RMB 30 million.

The guarantee amount for Kaifeng Wansheng New Materials Co., Ltd. was RMB 160 million, and the cumulative amount of guarantee for the end of the third quarter of 2013 was RMB 60 million.

The guarantee amount for Pingdingshan Yicheng New Materials Co., Ltd. was RMB 165 million. The cumulative amount of guarantees for the end of the third quarter of 2013 was RMB 0,000;

There is no counter guarantee for the above guarantee.

I. Overview of guarantees

The 29th meeting of the second board of directors of Henan Xinda New Materials Co., Ltd. (hereinafter referred to as “the company”) was held on October 24, 2013. The meeting approved and approved the “Proposal on Providing Guarantee for Comprehensive Credit of Banks of Full-Funded Subsidiaries” with 11 votes in favor, 0 votes against, and 0 abstentions.

Due to business development needs, Xinjiang Xinluo Photovoltaic Materials Co., Ltd., a wholly-owned subsidiary of the company, intends to apply for a bank credit of RMB 50 million from Kaihang. Wanfeng New Materials Co., Ltd. intends to apply for bank credit of RMB 160 million from the bank. Pingdingshan Yicheng New Materials Co., Ltd. The company intends to apply to the bank for a bank credit of RMB 165 million. (The above credit line does not represent the actual amount incurred, and the actual total amount will be within the above credit limit.) The company is required to provide guarantees. The company intends to be the above-mentioned wholly-owned subsidiary. The bank credit provides a joint liability guarantee with a maximum amount of RMB 375 million. The guarantee period is one year.

The above guarantees need not be submitted to the company's shareholders meeting for consideration.

Second, the basic situation of the guarantor

(1) Xinjiang New Road Sign Photovoltaic Material Co., Ltd.

Date of establishment: August 5, 2010;

Place of registration: 99 Kashi East Road, Kuitun City

Legal representative: Jing Donghui;

Registered capital: RMB 10,000 yuan;

Business scope: Licensed business projects: None. General business items: special powder and products for silicon carbide, carbonizers, refractories, engineering ceramics, abrasives, production and sales. Sales of chemical products (except toxic and dangerous goods) and electromechanical equipment. Self-operated and agent general business of import and export of goods and technologies.

Relationship with the company: a wholly-owned subsidiary of the company.

Main financial indicators:

In 2012, the company's operating income was RMB 301,068,826.68 (of which RMB 263,087,665.29 was the sales of products to the parent company at the market price), the operating cost was RMB 266,608,543.35 and the net profit was RMB 5,015,052.52. As of December 31, 2012, the company's total assets were 371,426,316.79 yuan and net assets were 268,096,883.39 yuan.

(II) Kaifeng Wansheng New Material Co., Ltd.

Date of establishment: March 15, 2011;

Place of registration: Kaifeng Fine Chemical Industry Park;

Legal representative: Fan Jianzeng;

Registered capital: Wu Hao million yuan;

Business scope: processing and sales of crystalline silicon wafer cutting waste mortar; production and sales of crystalline silicon wafer cutting fluid, refractory materials, engineering ceramics, silicon carbide powder and its products, abrasives and abrasives; chemical products (flammable and explosive) Sales of mechanical and electrical equipment except for precursor chemicals; engaged in the import and export of goods and technology. (The above-mentioned scope of national laws and regulations prohibits the operation of the business, the state has special provisions from its provisions, subject to licensing or approval, with the approval of valid licenses or approvals);

Relationship with the company: a wholly-owned subsidiary of the company.

Main financial indicators:

In 2012, the company's operating income was 306,847,565.90 yuan (of which 46,145,615.69 yuan was the sales of products to the parent company at market price), the operating cost was 270,542,428.43 yuan, and the net profit was 11,727,523.01 yuan. As of December 31, 2012, the company's total assets were 526,559,156.07 yuan and net assets were 207,039,367.09 yuan.

(III) Pingdingshan Yicheng New Material Co., Ltd.

Date of establishment: March 19, 1996;

Registration place: No. 631, East Section of Jianshe Road, Pingdingshan High-tech Industrial Development Zone;

Legal representative: Sun Yi;

Registered capital: RMB 100 million;

Business scope: smelting, processing and manufacturing of silicon carbide; processing and sales of non-metallic ultrafine powder; development, design, installation, commissioning and maintenance of solar power plant components; development and application of iron phosphate rebate project and energy storage; solar panels , sales of inverters, brackets and related distribution facilities; development, design, installation, commissioning and maintenance of wind energy, biomass energy, geothermal energy, etc.; sales: building materials, steel, silicon materials, wire cutting blades, Resin, coke, lubricating oil, industrial and mining accessories, rubber products, daily necessities, mechanical and electrical equipment, chemical products (except dangerous chemicals, precursor chemicals, monitoring chemicals); foreign trade; housing leasing.

Relationship with the company: a wholly-owned subsidiary of the company.

Main financial indicators:

In 2012, the company's operating income was 572,417,603.85 yuan, operating costs were 420,707,071.01 yuan, and net profit was 27,306,164.08 yuan. As of December 31, 2012, the company's total assets were 1,429,611,821.30 yuan and net assets were 875,294,135.70 yuan.

Third, the main content of the guarantee

Xinjiang Xinluo Photovoltaic Materials Co., Ltd., a wholly-owned subsidiary of the company, intends to apply for a bank credit of RMB 50 million from Kaihang. Wansheng New Materials Co., Ltd. intends to apply for a bank credit of RMB 160 million from the bank. Pingdingshan Yicheng New Materials Co., Ltd. intends to apply to the bank. 16 million yuan bank credit, (the above credit line does not represent the actual amount, the actual total amount will be within the above credit limit.) The company needs to provide guarantees, the company intends to provide the maximum amount of bank credit for the above-mentioned wholly-owned subsidiaries It is a joint liability guarantee of RMB 375 million, and the guarantee period is one year.

Fourth, the board of directors

In order to ensure the normal production and operation and project construction needs of the above subsidiaries, the board of directors of the company agreed to provide guarantee for the above-mentioned subsidiaries to apply for comprehensive credit. At the same time, the above-mentioned companies are all wholly-owned subsidiaries of the company, and the guarantees provided by them can protect the interests of the company and the risks can be controlled.

V. Cumulative amount of external guarantees and accumulated amount of overdue guarantees

Up to now, neither the company nor its subsidiaries have provided external guarantees for other external companies. After the guarantee came into effect, the total amount of accumulated external guarantees to subsidiaries during the period of validity of the board of directors reviewed and approved by the company's board of directors was RMB 520,345,802, accounting for 18.68% of the company's latest audited net assets. The actual external guarantee amount of the company was RMB 90 million, accounting for 3.23% of the company's latest audited net assets. The company and its subsidiaries have no overdue external guarantees, no external guarantees involving litigation, and circumstances in which losses should be incurred as a result of the defendant being defeated.

Sixth, the file directory for reference

1. Resolution of the 29th meeting of the second board of directors of Henan Xinda New Materials Co., Ltd.;

2. Independent Opinions of Independent Directors of Henan Xinda New Materials Co., Ltd. on the Relevant Proposals of the 29th Meeting of the Second Board of Directors of the Company.

Special announcement.

Henan Xinda New Materials Co., Ltd. Board of Directors

October 25, 2013

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