Zheng Quan Zhi Xing·2025-08-15 12:16Core Viewpoint - Zhejiang Zhonghe Technology Co., Ltd. is selling 75% of its stake in Wenzhou Water Treatment Co., Ltd. to Hangzhou Shanyuyuan Environmental Technology Co., Ltd., which will result in a passive formation of related guarantees amounting to 75 million yuan [2][3][6]. Summary by Sections Guarantee Overview - The company has a total guarantee limit of 145 million yuan for Wenzhou Water Treatment Co., Ltd., with 75 million yuan currently in use [6][9]. - The company will continue to provide a guarantee of 75 million yuan post-transaction to ensure a smooth transition and avoid financial risks [2][6]. Transaction Details - The board of directors approved the sale of 75% of the stake in Wenzhou Water Treatment Co., Ltd. on August 14, 2025, and the company will retain a 25% stake post-transaction [2][3]. - The transaction does not constitute a major asset restructuring as defined by relevant regulations [4]. Financial Performance of Wenzhou Water Treatment Co., Ltd. - As of the latest audited figures, Wenzhou Water Treatment Co., Ltd. has total assets of approximately 111.83 million yuan and total liabilities of approximately 73.61 million yuan, resulting in net assets of approximately 38.22 million yuan [5]. - The company reported a revenue of approximately 19.33 million yuan and a net profit of approximately 5.16 million yuan [5]. Risk Management Measures - To mitigate risks associated with the guarantee, the buyer, Hangzhou Shanyuyuan Environmental Technology Co., Ltd., is required to provide an irrevocable counter-guarantee proportional to the stake acquired [6][9]. - The board believes that the overall risk from the passive formation of guarantees is manageable and will not adversely affect the company's operations [7][8]. Board and Independent Director Opinions - The board views the transaction as a strategic move to optimize asset structure and resource allocation, ensuring the stability of Wenzhou Water Treatment Co., Ltd. during the transition [7]. - Independent directors agree that the counter-guarantee from the buyer will help reduce potential risks associated with the continued guarantee [8]. External Guarantee Status - After the transaction, the total external guarantee amount for the company and its subsidiaries will be approximately 637.8 million yuan, with a total balance of approximately 232.71 million yuan [8]. - There are no overdue guarantees or litigation-related guarantees as of the date of the report [8]. Sponsor's Verification Opinion - The sponsor confirms that the transaction and related guarantees have been approved by the board and are in compliance with relevant laws and regulations [8].