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Securities code: 688567 Securities abbreviation: Fu Neng Technology Announcement No.: 2024-022.
Funeng Technology (Ganzhou) Co., Ltd.
Announcement on Providing Guarantees for 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 Content Tips
Funeng Technology (Ganzhou) Co., Ltd. (hereinafter referred to as the "Company") intends to be a wholly-owned subsidiary Funeng Technology (Zhenjiang) Co., Ltd. (hereinafter referred to as "Funeng Zhenjiang"), Guangzhou Funeng Technology Co., Ltd. (hereinafter referred to as "Guangzhou Funeng"), Funeng Technology (Ganzhou) New Energy Co., Ltd. (hereinafter referred to as "Funeng New Energy") to banks or non-bank financial institutions for loans, credit and other financing business provision of Guarantees. Among them, for Funeng Zhenjiang to provide a guarantee of not more than RMB 5.85 billion yuan; For Guangzhou Funeng to provide a guarantee of not more than RMB 1.5 billion yuan; For Funeng New Energy to provide a guarantee of not more than RMB 1.5 billion yuan. Within the above estimated guarantee amount, the Company may allocate the use amount among its wholly-owned subsidiaries according to the actual situation. The above-mentioned guarantee period shall be from the date of consideration and approval of this matter by the general meeting of shareholders to the date of the annual general meeting of shareholders in 2024.
There is no counter-guarantee for this guarantee.
As of March 31, 2024, the Company's externally guaranteed principal balance (principal balance under insurance) was 40.5
Billions of dollars. After the general meeting of shareholders of the company deliberated and approved this matter, the amount of external guarantee approved by the company reached 85.22 of the latest audited net assets, especially reminding investors to pay full attention to the guarantee risk.
This matter still needs to be submitted to the company's shareholders' meeting for consideration.
1. guarantees
Overview of (I) guarantees
In order to ensure the normal operation and development of Fu Neng Zhenjiang, the company and Fu Neng Zhenjiang intend to work with banks or non-banks and other financial institutions.
The institution renews or newly signs financing contracts such as credit types that have expired or are about to expire (including expected additions). At the same time, in order to speed up the introduction of the company's "SPS" products to the market and promote the landing of the "Guangzhou 30GWh power battery production base project" and the "Ganzhou 30GWh new energy battery project", the company plans to provide guarantees for some wholly-owned subsidiaries to handle loans, credit and other financing businesses to banks or non-bank financial institutions. The details of the guarantee are as follows:
Currency: RMB, unit: billion yuan
No. Company Name Guarantee Amount
1 Funeng Technology (Zhenjiang) Co., Ltd. 58.5
2 Guangzhou Funeng Technology Co., Ltd. 15
3 Funeng Technology (Ganzhou) New Energy Co., Ltd. 15
Guaranteed Fang Fu Neng Zhenjiang, Guangzhou Fu Neng, Fu Neng new energy asset-liability ratio of more than 70%.
The actual guarantee method, guarantee amount, guarantee period, guarantee rate and other contents shall be jointly negotiated and determined by the company and the loan bank or non-bank financial institution within the above amount, and the relevant guarantee matters shall be subject to the officially signed guarantee documents. Within the above estimated guarantee amount, the Company may allocate the use amount among its wholly-owned subsidiaries according to the actual situation. It is agreed to authorize the chairman or general manager of the company and his authorized personnel to review and sign relevant contract documents according to the needs of the actual operation of the company, and no longer report to the board of directors for deliberation, and no longer provide relevant resolutions of the board of directors to a single bank.
The above-mentioned guarantee period shall be from the date of consideration and approval of this matter by the general meeting of shareholders to the date of the annual general meeting of shareholders in 2024.
(II) review process
The 34th meeting of the second board of directors of the company held on June 17, 2024, with 11 votes in favor
With 0 abstentions, and 0 votes against, the "Proposal on the Estimated Amount of Guarantees Provided by the Company for Subsidiaries in 2024" was reviewed and approved. The guarantee is still to be submitted to the company's shareholders' meeting for consideration.
2. basic information of the guarantor
1. Funeng Technology (Zhenjiang) Co., Ltd.
Date of Establishment: August 10, 2018
Registered Address: East of Hengshan Road, Dagang, New District, Zhenjiang City, North of Yinhe Road
Legal Representative: Wang Zhigang
Registered capital: 2,635 million yuan
Main business: R & D, production, recycling and sales of power and energy storage battery materials, batteries, battery modules, battery systems and related products, related technical consultation and technical services (except chemical products in the above business scope); Leasing of self-owned houses; leasing business of electronic equipment, mechanical equipment and battery-related equipment; self-management and agency of import and export business of various commodities and technologies. (For projects subject to approval according to law, business activities can only be carried out after approval by relevant departments)
Affiliation with the company: wholly-owned subsidiary of the company
Key financial data:
The following data are unaudited, currency: RMB, unit: ten thousand yuan.
Item Total assets Net assets Operating income Net profit
31 March 2024 1,944,628.83 112,727.84 252,070.46 2,587.34
/January-March 2024
The guaranteed Fang Fu Neng Zhenjiang is a wholly-owned subsidiary of the company, with an asset-liability ratio of more than 70%. Fu can Zhenjiang in accordance with the law, non-breach of trust by the executor.
2. Guangzhou Funeng Technology Co., Ltd.
Date of Establishment: April 14, 2023
Registered Address: 997 of Room 406, No.1 Yichuang Street, Huangpu District, Guangzhou (Zhongxin Guangzhou Knowledge City)
Legal representative: YU WANG
Registered capital: 999.99 million yuan
Main business: production of battery spare parts; Sales of battery spare parts; Battery manufacturing; Battery sales; Recycling and echelon utilization of waste power batteries for new energy vehicles (excluding hazardous waste management); Battery leasing; Energy storage technical services; Manufacturing of electronic special materials
Affiliation with the company: wholly-owned subsidiary of the company
Key financial data:
The following data are unaudited, currency: RMB, unit: ten thousand yuan.
Item Total assets Net assets Operating income Net profit
March 31, 2024 124,397.32 17,529.08 96.84 -409.48
/January-March 2024
The secured party, Guangzhou Funeng, is a wholly-owned subsidiary of the Company with a gearing ratio of over 70%. Guangzhou Fu can survive in accordance with the law, non-breach of trust by the executor.
3. Funeng Technology (Ganzhou) New Energy Co., Ltd.
Date of Establishment: May 31, 2022
Registered Address: Office and Complex Building of Funeng Technology (Ganzhou) Co., Ltd., North of Jinling West Road and West of Qifengshan Road, Ganzhou Economic and Technological Development Zone, Ganzhou City, Jiangxi Province
Legal Representative: Wang Zhigang
Registered capital: 100 million yuan
Main business: general items: battery sales, battery manufacturing, research and development of emerging energy technologies, recycling and echelon utilization of waste power batteries of new energy vehicles (excluding hazardous waste management), engineering and technical services (except planning management, survey, design and supervision), manufacturing of power electronic components, sales of graphite and carbon products, manufacturing of photovoltaic equipment and components, sales of photovoltaic equipment and components, and manufacturing of electronic special materials, information technology consulting services, sales of new energy vehicle power exchange facilities, housing leasing, non-residential real estate leasing, capacitor and supporting equipment manufacturing, technical services, technology development, technology consulting, technology exchange, technology transfer, technology promotion (except for licensing business, Can independently operate projects that are not prohibited or restricted by laws and regulations in accordance with laws and regulations)
Affiliation with the company: wholly-owned subsidiary of the company
Key financial data:
The following data are unaudited, currency: RMB, unit: ten thousand yuan.
Item Total assets Net assets Operating income Net profit
March 31, 2024 174,731.34 12,836.51 3.05 -1,770.76
/January-March 2024
Guaranteed Fang Fu Neng New Energy is a wholly-owned subsidiary of the company with an asset-liability ratio of more than 70%. Fu can new energy in accordance with the law, non-breach of trust by the executor.
The main contents of the 3. security agreement.
The company has not yet signed the relevant guarantee agreement, the specific guarantee amount, guarantee type, guarantee period, guarantee method, etc. need to be approved by banks and other financial institutions, subject to the actual signing of the contract.
Reasons for and Necessity of 4. Security
The company's guarantee for the above-mentioned wholly-owned subsidiaries will help the company and its subsidiaries to land production capacity, rapid business development to seize market share, broaden the financing channels of subsidiaries, and ease the financing pressure of subsidiaries. The above-mentioned guarantors are wholly-owned subsidiaries of the company, the company has the ability to fully grasp and monitor the cash flow of the guarantor, the financial risk is within the scope of the company can be effectively controlled, in line with the company's overall and long-term development interests, the company's guarantee will not harm the interests of the company and all shareholders.
5. Board Opinion
The 34th meeting of the second board of directors of the company held on June 17, 2024
Bill on the Company's Estimated Amount of Guarantees for Subsidiaries in 2024.
The board of directors believes that the guarantee provided by the company for the wholly-owned subsidiary is made after comprehensive consideration of the development strategy and business operation needs of the company and its subsidiaries, which will help to lay a good foundation for increasing the company's market share and ease the financial pressure of the subsidiary. The guarantee object is a wholly-owned subsidiary of the company, which has the ability to repay debts and can effectively control and prevent guarantee risks. The guarantee matters are in the interests of the company and all shareholders.
6. recommendation
The company's provision of guarantees for wholly-owned subsidiaries has been reviewed and approved by the company's board of directors, and it still needs to be reviewed and approved by the general meeting of shareholders. It complies with the relevant regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange, and has fulfilled the necessary approval procedures at this stage, and there is no damage The legitimate rights and interests of the company and shareholders.
Based on the above, the sponsor has no objection to the guarantee provided by Funeng Technology for the wholly-owned subsidiary.
Accumulated amount of external guarantee and overdue amount of 7. guarantee
As of March 31, 2024, the Company's externally guaranteed principal balance (principal balance under insurance) was 4.05 billion
yuan, accounting for 39.00 percent of the Company's most recent audited net assets. The Company does not provide guarantees to units outside the consolidated financial statements, there are no overdue external guarantees, there are no external guarantees involving litigation, and there are no circumstances in which the Company should bear losses as a result of a judgment against the guarantee. After the general meeting of shareholders of the company deliberated and approved this matter, the amount of external guarantee approved by the company reached 85.22 of the latest audited net assets, and the asset liability ratio of the guaranteed party exceeded 70%, especially to remind investors to pay full attention to it.Guarantee risk.
It is hereby announced.
Board of Directors of Funeng Technology (Ganzhou) Co., Ltd.
18 June 2024
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