The company and all members of the board of directors guarantee that there are no false records, misleading statements or major omissions in the content of the announcement, and assume individual and joint responsibility for the authenticity, accuracy and completeness of its content.
● Name of Guarantee: Sailun (Vietnam) Co., Ltd., Sailun International Holdings (Hong Kong) Co., Ltd., Sailun (Shenyang) Tire Co., Ltd.
● Amount of guarantee this time: US$49.8 million for the wholly-owned subsidiary Sailun (Vietnam) Co., Ltd. and US$36 million for the wholly-owned subsidiary Sailun International Holdings (Hong Kong) Co., Ltd. The company Sailun (Shenyang) Tire Co., Ltd. provided a guarantee amount of RMB 18 million.
On April 23, 2021, Sailun Group Co., Ltd. (hereinfollowing referred to as the “Company”) held the 20th meeting of the 5th Board of Directors, reviewed and approved the “Proposal on the Company’s Expected External Guarantee in 2021”, and agreed that the Company will be the controlling shareholder. The total amount of guarantees provided by subsidiaries for financing shall not exceed 9.7 billion yuan (including the guarantees that are being executed), and it is agreed that the relevant controlled subsidiaries shall provide guarantees of no more than 7.6 billion yuan (including the guarantees that are being executed) for the financing of the company. The total amount of guarantee provided by the counterparty financing does not exceed 2 billion yuan, and the validity period is from the date of deliberation and approval at the 2020 annual general meeting to the period when the company holds the 2021 annual general meeting. The above matters have also been reviewed and approved by the company’s 2020 annual general meeting held on May 18, 2021. For details, please refer to the company’s website on April 27, 2021 and May 19, 2021 on the website of the Shanghai Stock Exchange (www.sse.com.cn) and China Securities Journal, Shanghai Securities News, Securities Daily, and The “Announcement of Sailun Group Co., Ltd. on Expected External Guarantees in 2021” (Announcement No.: Lin 2021-048) and “Announcement on Resolutions of the 2020 Annual General Meeting of Shareholders” (Announcement No.: 2021-059) disclosed by Securities Times.
On March 11, 2022, within the scope of the above guarantee amount, the company signed a guarantee contract with relevant financial institutions. The details are as follows:
Major financial data for the last year (consolidated statement data):
Unit: ten thousand yuan
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2. Sailun International Holdings (Hong Kong) Co., Ltd.
Place of registration: Hong Kong, China
Registered capital: US$172.85 million
Business scope: sales of tires and rubber products and related services, investment, financial and tax information consulting, business management consulting, international economic information consulting (excluding financial information services), marketing planning and related business consulting.
Shareholding structure:
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Major financial data for the last year (consolidated statement data):
Unit: ten thousand yuan
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3. Sailun (Shenyang) Tire Co., Ltd.
Registered address: No. 2, Shenxi Sandong Road, Shenyang Chemical Industrial Park
Legal representative: Wang Jianye
Registered capital: 720 million RMB
Business scope: R&D, production, sales, installation and related services of tires, rubber products, machinery and equipment, molds; tire production technology software development and related technology development, sales and related services; chemical products and raw materials sales (excluding flammable and Explosive dangerous goods); import and export business and related services (except those restricted and prohibited by the state). (Projects subject to approval according to law can only carry out business activities following being approved by relevant departments)
Shareholding structure:
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Major financial data for the last year (consolidated statement data):
Unit: ten thousand yuan
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3. Main Contents of the Guarantee Agreement
(1) Signing a guarantee contract with China Construction Bank Corporation Ho Chi Minh City Branch
1. Guarantor: Sailun Group Co., Ltd.
2. Creditor: China Construction Bank Corporation, Ho Chi Minh City Branch
3. Guarantee amount: USD 9.8 million
4. Scope of Guarantee: The scope of the guarantor’s guarantee includes the principal, interest, compound interest, penalty interest, liquidated damages, damages, litigation (arbitration) fees, attorney fees, travel expenses, etc. All other fees payable.
5. Guarantee method: joint and several liability guarantee guarantee
6. Guarantee period: The guarantee period under this contract is three years from the date of the expiration of the debt performance period of the main creditor’s rights in this contract.
(2) Signed a guarantee contract with Bank of China (Hong Kong) Ho Chi Minh City Branch
1. Guarantor: Sailun Group Co., Ltd.
2. Creditor: Bank of China (Hong Kong) Ho Chi Minh City Branch
3. Guarantee amount: USD 40 million
4. Scope of Guarantee: The scope of the guarantor’s guarantee includes the principal, interest, compound interest, penalty interest, liquidated damages, damages, litigation (arbitration) fees, attorney fees, travel expenses, etc. All other fees payable.
5. Guarantee method: joint and several liability guarantee guarantee
6. Guarantee period: The guarantee period under this contract is two years from the date of the expiration of the debt performance period of the main creditor’s rights in this contract.
(3) Signing a guarantee contract with Agricultural Bank of China Limited Qingdao Licang Sub-branch
1. Guarantor: Sailun Group Co., Ltd.
2. Creditor: Agricultural Bank of China Co., Ltd. Qingdao Licang Sub-branch
3. Amount of guarantee: USD 36 million
4. Scope of Guarantee: The scope of the guarantor’s guarantee includes the principal, interest, compound interest, penalty interest, liquidated damages, damages, litigation (arbitration) fees, attorney fees, travel expenses, etc. All other fees payable.
5. Guarantee method: joint and several liability guarantee guarantee
6. Guarantee period: Calculated according to each financing provided by the creditor to the debtor under the main contract. For each financing, the guarantee period is three years from the date when the debt performance period under the financing expires.
(4) Signing a guarantee contract with Industrial Bank Co., Ltd. Shenyang Branch
1. Guarantor: Sailun Group Co., Ltd.
2. Creditor: Industrial Bank Co., Ltd. Shenyang Branch
3. Amount of guarantee: RMB 18 million
4. Scope of guarantee: including principal, interest, penalty interest, compound interest, liquidated damages, damages, and the cost of creditors to realize their claims, etc.
5. Guarantee method: joint and several liability guarantee guarantee
6. Guarantee period: Calculated according to each financing provided by the creditor to the debtor under the main contract. For each financing, the guarantee period is three years from the date when the debt performance period under the financing expires.
4. Review procedure
The amount involved in this guarantee and the time for signing the contract are within the scope of review and approval at the 20th meeting of the company’s fifth board of directors and the 2020 annual general meeting, and there is no need to perform the review procedure once more.
V. Cumulative External Guarantees and Overdue Status
As of March 11, 2022, the balance of guarantees provided by the company to its holding subsidiaries was 4.233 billion yuan, accounting for 50.03% of the company’s latest audited net assets; the balance of guarantees provided by the holding subsidiaries to the company was 4.581 billion yuan, accounting for 50.03% of the company’s latest audited net assets. 54.14% of the company’s latest audited net assets; the balance of guarantees provided to each other by holding subsidiaries is 694 million yuan, accounting for 8.20% of the company’s latest audited net assets.
The company’s guarantee objects are all companies within the scope of the listed company’s consolidated statements, and no overdue guarantee has occurred so far.
Special announcement.
Sailun Group Co., Ltd. Board of Directors
March 12, 2022Return to Sohu, see more
