海南双成投资有限公司
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*ST双成: 海南双成药业股份有限公司关于为控股子公司提供担保暨关联交易的公告
Zheng Quan Zhi Xing· 2025-07-14 16:24
Overview - The company, Hainan Shuangcheng Pharmaceutical Co., Ltd., is providing a guarantee for its subsidiary, Ningbo Shuangcheng Pharmaceutical Co., Ltd., to secure a loan of 40 million yuan from China Construction Bank [1][2]. Guarantee Details - The loan is needed for daily operations and has a term until July 31, 2028 [1]. - The company and its controlling shareholder, Shuangcheng Investment Co., Ltd., will provide joint liability guarantees for the loan [1][2]. - The guarantee period will last for three years after the main contract's debt fulfillment [1]. Financial Status - Ningbo Shuangcheng has a net asset value of 69.0791 million yuan and reported a net profit loss of 57.3425 million yuan [2]. - The total assets of Ningbo Shuangcheng are 338.6156 million yuan, with total liabilities of 296.7085 million yuan [3]. Impact on the Company - The board believes that the guarantee will support Ningbo Shuangcheng's funding needs and promote its business development [4]. - The company asserts that the guarantee does not harm the interests of the company or its shareholders and will not affect its independence [4][5]. Board and Independent Directors' Opinions - The board has approved the guarantee, stating it aligns with internal control systems and legal regulations [4][5]. - Independent directors unanimously support the guarantee, emphasizing its necessity for Ningbo Shuangcheng's operations and compliance with regulations [5]. Related Transactions - The total amount of related transactions with the controlling shareholder since the beginning of the year is 14.9383 million yuan, excluding the current transaction [5]. - After this guarantee, the total external guarantee amount by the company and its subsidiaries will be 165 million yuan, which does not exceed 41.94% of the company's latest audited net assets [5].
*ST双成: 海南双成药业股份有限公司第五届董事会第十九次会议决议公告
Zheng Quan Zhi Xing· 2025-07-14 13:15
Group 1 - The board of directors of Hainan Shuangcheng Pharmaceutical Co., Ltd. held its 19th meeting of the 5th session on July 14, 2025, with all 6 directors present and participating in the voting [1] - The board approved a proposal to provide guarantees for its subsidiary, Ningbo Shuangcheng Pharmaceutical Co., Ltd., with a voting result of 3 in favor, 3 abstentions, and no opposition [2] - The board believes that providing guarantees will help the subsidiary secure funding and promote its business development, while the controlling shareholder will provide a guarantee of the same amount, ensuring manageable risk [2] Group 2 - The proposal for the guarantee will be submitted to the shareholders' meeting for approval, with related shareholders required to abstain from voting [2] - The board also approved a proposal to convene the first temporary shareholders' meeting of 2025, with a unanimous voting result of 6 in favor [2]