三维控股集团股份有限公司 关于对合资公司提供关联担保额度的公告

Summary of Key Points Core Viewpoint The company, Sanwei Holdings Group Co., Ltd., plans to provide a guarantee of up to 150 million yuan for its joint venture, Taizhou Shanquan Construction Industrial Co., Ltd., to support its application for bank credit. This guarantee is part of a broader strategy to facilitate the joint venture's business development and is subject to shareholder approval. Group 1: Guarantee Details - The company will provide a maximum guarantee limit of 150 million yuan for the joint venture, which can be used on a revolving basis until December 31, 2026 [4][17]. - As of the announcement date, the company has already provided a cumulative guarantee of 82.8 million yuan to the joint venture [10]. - The guarantee constitutes a related party transaction due to the ownership structure and the involvement of related individuals [3][4]. Group 2: Internal Decision-Making Process - The board of directors approved the guarantee proposal with a vote of 4 in favor, 0 against, and 3 abstentions during the meeting held on December 29, 2025 [5][11]. - Prior to the board meeting, independent directors conducted a special meeting to review the related transaction, which was unanimously approved [9][5]. - The proposal will be submitted for shareholder approval in the upcoming meeting [4][20]. Group 3: Financial Context - The company has provided a total of 344.83 million yuan in guarantees for its subsidiaries, which represents 110.57% of its latest audited net assets [9][74]. - The guarantee for the joint venture represents 2.66% of the company's latest audited net assets [10][74]. - The company has no overdue guarantees as of the announcement date [2][64]. Group 4: Joint Venture Overview - Taizhou Shanquan Construction Industrial Co., Ltd. is a joint venture in which the company holds a 40% stake [4][6]. - The joint venture was established on January 16, 2023, with a registered capital of 150 million yuan [7][36]. - The legal representative of the joint venture is Wu Shanguo, who also holds a significant stake in the company [7][36]. Group 5: Upcoming Shareholder Meeting - The company will hold its first extraordinary shareholder meeting of 2026 on January 15, 2026, to discuss the guarantee proposal and other related matters [45][46]. - The meeting will allow for both on-site and online voting [46][47]. - Shareholders with related interests will abstain from voting on the relevant proposals [55].

三维控股集团股份有限公司 关于对合资公司提供关联担保额度的公告 - Reportify