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Announcement of Jilin Zixin Pharmaceutical Co., Ltd. on Providing Guarantee for Holding Subsidiaries
Stock code: 002118 Securities abbreviation: Zixin Pharmaceutical Announcement No.: 2013-011
Jilin Zixin Pharmaceutical Co., Ltd.
Announcement on guarantees for holding subsidiaries
I. Overview of guarantees
On April 1, 2013, the 30th meeting of the 4th Board of Directors of Jilin Zixin Pharmaceutical Co., Ltd. (hereinafter referred to as the “Company”) reviewed and approved “Providing Guarantee for the Holding Subsidiary Jilin Zixin Red Stone Breeding Co., Ltd. The “Proposal” agrees that the company will provide joint ventures to Jilin Zixin Red Stone Breeding Co., Ltd. (hereinafter referred to as “Redstone Company”) to Jilin Bank Co., Ltd. Tonghua Branch (hereinafter referred to as Jixing Tonghua Branch) for a loan of RMB 200,000. Liability guarantee, the guarantee period is two years from the expiration of the debt performance period stipulated in the “Loan Contract” signed by Hongshi Company and Jixing Tonghua Branch.
The voting result of the above proposal was 7 votes in favor, 0 abstentions and 0 votes against. This guarantee shall be submitted to the company's shareholders meeting for deliberation, and the shareholders' meeting shall be convened at a later date.
Second, the basic situation of the guarantor
Name of the sponsor: Jilin Zixin Red Stone Breeding Co., Ltd.
Established: February 8, 2002
Address: Hongshi Town, Liuhe County, Jilin Province
Legal representative: Liu Baowu
Registered capital: RMB 10,000
Business Scope: The company's main business: Chinese herbal medicine planting sales, animal breeding, agricultural and sideline products acquisition (the above projects national laws and regulations require pre-approval, with a permit to operate).
Equity structure: The company holds 100% of shares
Main financial indicators: As of December 31, 2011, the company's audited total assets of 25,975,058.88 yuan, responsible for a total of 18,515,850.55 yuan, total net assets of 7,459,208.33 yuan. In 2011, the company achieved operating income of 0 yuan and net profit of -2,400,268.04 yuan.
Third, the main content of the guarantee contract
According to the guarantee contract signed by the company and Jixing Tonghua Branch, the company provided joint and several liability guarantee for Hongshi Company to apply for a loan of RMB 200,000 to Jixing Tonghua Branch. The guarantee period is the debts stipulated in the “Loan Contract” signed by Hongshi Company and Jixing Tonghua Branch. Two years from the date of expiration of the performance period.
Fourth, the board of directors
The board of directors of the company believes that Hongshi Company's application for loans is mainly to meet the capital needs of its production and operation, and the company provides guarantees for it, in line with the company's strategic development requirements. The company holds 100% equity of Hongshi Company and has absolute control over its daily operations. The financial risk of the company providing guarantees is within the controllable scope of the company. It is reasonable to provide guarantees and will not affect the company's continued Operating ability will not harm the interests of the company and shareholders.
V. Cumulative amount of external guarantee and amount of overdue guarantee
As of the date of this announcement, the company's accumulated external guarantee amount is 335 million yuan, all of which are guarantees of the company's holding subsidiaries, accounting for 21.60% of the company's audited net assets at the end of 2011, with no overdue guarantee.
VI. Documents for reference
Resolution of the 30th meeting of the fourth board of directors of Jilin Zixin Pharmaceutical Co., Ltd.
Jilin Zixin Pharmaceutical Co., Ltd. Board of Directors
April 2, 2013