Summary of Key Points Core Viewpoint - The company plans to provide a guarantee for its wholly-owned subsidiary, Wisdom City (Quanzhou Fengze) Operation Management Co., Ltd., to secure a factoring financing limit of up to RMB 110 million from Quanzhou Fengze Commercial Factoring Co., Ltd. This is aimed at supporting the subsidiary's operational needs and ensuring financial stability [1][5]. Group 1: Guarantee Details - The total guarantee amount for the subsidiary is set at RMB 110 million, with an existing guarantee balance of RMB 145 million already provided by the company [1][5]. - The guarantee will be a joint liability guarantee, with no counter-guarantee in place [1][5]. - The financing limit is valid for a period of 2 years, and the actual amount will depend on the subsidiary's operational funding needs and the approval from the factoring institution [2][3]. Group 2: Internal Decision-Making Process - The total guarantee amount represents 4.66% of the company's audited net assets for the year 2024 [2][5]. - The board of directors approved the guarantee proposal unanimously on June 10, 2025, and it does not require shareholder meeting approval [2][5]. Group 3: Financial Position - As of March 31, 2025, the company's total assets were RMB 71,975.73 million, with total liabilities of RMB 22,335.86 million, including loans totaling RMB 14,500 million [4]. - The company's net assets stood at RMB 49,639.87 million, indicating a stable financial position [4]. Group 4: Necessity and Reasonableness of the Guarantee - The guarantee is deemed necessary to support the normal business development of the subsidiary, which is fully owned by the company, thereby reducing financial costs and ensuring sustainable business growth [5]. - The board believes that the subsidiary has the capacity to repay its debts, and the guarantee will not adversely affect the company's operations or shareholder interests [5]. Group 5: Cumulative External Guarantees - As of the announcement date, the total external guarantees provided by the company and its subsidiaries amounted to RMB 54,610.48 million, which is 23.14% of the company's most recent audited net assets [5]. - There are no overdue guarantees reported by the company or its subsidiaries [5].
南威软件: 南威软件:关于为全资子公司新增保理融资提供担保的公告