老凤祥股份有限公司

Overview of Guarantees - The company has reduced financing guarantees to its domestic subsidiaries and converted previous guaranteed loans into credit loans, providing comfort letters without guarantee nature for some overseas subsidiaries [1][2]. Guarantee Details - The company plans to provide guarantees for its subsidiary, Lao Feng Xiang Jewelry (USA) Co., Ltd., and issue comfort letters for Lao Feng Xiang Jewelry (Hong Kong) Co., Ltd. The total expected amount for guarantees and comfort letters for 2025 is approximately 111,285.91 million RMB, accounting for 8.90% of the audited net assets as of the end of 2024 [2][5]. - The expected guarantee amount includes 1,030.21 million RMB for guarantees and 110,255.70 million RMB for comfort letters, with the amounts subject to currency and exchange rate considerations [2][6]. Subsidiary Information - Lao Feng Xiang Jewelry (USA) Co., Ltd. was established in October 2013, with total assets of 164 million RMB and a net asset deficit of 202 million RMB as of the end of 2024. The company reported a revenue of 56 million RMB and a net loss of 12 million RMB for the same period [3]. - Lao Feng Xiang Jewelry (Hong Kong) Co., Ltd. was established in January 2012, with total assets of 675 million RMB and a net asset deficit of 98 million RMB as of the end of 2024. The company reported a revenue of 475 million RMB and a net profit of 71 million RMB for the same period [4]. Necessity and Reasonableness of Guarantees - The guarantees are deemed necessary to meet the funding needs of the company's operations in Hong Kong and the USA, with the company providing guarantees based on actual equity control ratios [6][7]. Internal Decision-Making Process - The company held board and supervisory meetings on April 28, 2025, to approve the proposed guarantee amounts, which require shareholder approval due to the subsidiaries' asset-liability ratios exceeding 70% [7][8]. Cumulative External Guarantee Amount - As of December 31, 2024, the company's total balance of guarantees and comfort letters was 36,746.59 million RMB, representing 2.94% of the audited equity attributable to the parent company. By April 28, 2025, this balance increased to 72,846.68 million RMB, accounting for 5.83% of the same equity [6][7].