Zheng Quan Zhi Xing·2025-08-01 16:10Summary of Key Points Core Viewpoint - The company, Jiangsu Longda Superalloy Co., Ltd., is providing a guarantee for its wholly-owned subsidiary, Singda Superalloy (Malaysia) Sdn. Bhd., to facilitate a sales contract with SUMEC International Technology Co., Ltd. This guarantee is aimed at improving operational efficiency and ensuring smooth business operations. Group 1: Guarantee Overview - The company plans to provide an unconditional and irrevocable joint liability guarantee for the subsidiary's obligations under the sales contract, with a total guarantee amount not exceeding RMB 120 million [2][3] - The guarantee does not require collateral, and there is no related party relationship between the company and SUMEC [2] Group 2: Internal Decision-Making Process - The board of directors approved the guarantee proposal during its tenth meeting, authorizing the chairman or authorized personnel to execute the decision and sign relevant legal documents [2][4] - The guarantee falls within the board's decision-making authority and does not require shareholder approval [2] Group 3: Subsidiary Information - Singda Superalloy (Malaysia) Sdn. Bhd. was established on July 24, 2024, with a registered capital of 2.5 million Malaysian Ringgit [3] - The subsidiary's total assets are reported at approximately RMB 5.27 billion, with total liabilities of about RMB 503.45 million [3] Group 4: Guarantee Document Details - The guarantee covers all debts and responsibilities under the sales contract, including the total contract price, late penalties, bank fees, taxes, and costs related to debt recovery [3] - The guarantee period is three years from the completion of the contract obligations [3] Group 5: Necessity and Reasonableness of the Guarantee - The company has a comprehensive understanding of the subsidiary's operational status and creditworthiness, making the guarantee risk manageable [3] - The guarantee aligns with the company's overall development needs and does not harm the interests of the company or its shareholders [3] Group 6: Board Opinion - The board believes that the guarantee is necessary for the daily operations of the company and its subsidiary, and it can effectively control the risks associated with the subsidiary's operations [3][4] - The guarantee complies with relevant laws and regulations, ensuring no harm to the interests of the company and minority shareholders [4] Group 7: External Guarantee Status - As of the disclosure date, the company and its subsidiaries have no external guarantees, and the total guarantee amount for the subsidiary represents 3.36% of the company's total audited assets and 4.44% of its net assets [4] - There are no overdue guarantees or guarantees involving litigation [4] Group 8: Sponsor's Verification Opinion - The sponsor has verified that the guarantee has been approved by the board and supervisory committee, fulfilling necessary approval procedures and complying with relevant regulations [4] - The sponsor has no objections to the company's provision of the guarantee for its wholly-owned subsidiary [4]