登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：002131 证券简称：利欧股份 公告编号：2025-059 利欧集团股份有限公司 关于公司为关联方提供担保的进展公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假记载、误导性陈述或重大遗 漏。 一、关联担保情况概述 二、被担保人基本情况 公司名称：温岭联盈建筑工程有限公司 法定代表人：颜文琪 类型：其他有限责任公司 成立日期：2020年7月1日 利欧集团股份有限公司（以下简称"公司"）于2025年9月7日召开第七届董事会第十五次会议、第七届监 事会第十次会议及 2025年9月23日召开的公司2025年第一次临时股东大会审议通过了《关于公司为关联 方提供担保暨关联交易的议案》，同意公司为公司参股公司上海创兴资源开发股份有限公司（以下简 称"创兴资源"）全资子公司温岭联盈建筑工程有限公司（以下简称"温岭联盈"）与兴业银行股份有限公 司台州温岭支行（以下简称"兴业银行温岭支行"）、台州市金控租赁有限公司（以下简称"台州金控"） 或其子公司之间发生的债务提供连带责任保证担保。上述担保合计最高本金限额为人民币3亿元。创兴 资源及温岭联盈 ...

Group 1 - The company, Qicai Chemical, has approved a proposal to apply for comprehensive credit facilities from banks, amounting to a total of up to 6 billion yuan [1] - The company plans to apply for a credit facility of no more than 500 million yuan from Industrial Bank and no more than 100 million yuan from Postal Savings Bank [1] - The actual controllers of the company, Xu Huixiang and Zang Jie, will provide unconditional joint liability guarantees, amounting to no more than 192 million yuan and corresponding amounts, with the company exempt from guarantee fees [1] Group 2 - The credit facility amount does not equal the actual financing amount, which is subject to bank approval [1] - This transaction constitutes a related party transaction and does not fall under major asset restructuring, pending approval from the shareholders' meeting [1] - From the beginning of 2025 to the disclosure date, the actual controllers have provided multiple bank credit guarantees for the company, totaling 730 million yuan in credit and 809.32 million yuan in guarantees, with actual occurrences of 465 million yuan [1]

Company Management and Governance - *ST Chuangxing's chairman Liu Peng is under investigation by the Hangzhou Public Security Bureau, but the investigation is unrelated to the company [1] - During Liu Peng's absence, Yang Zhe, the company's general manager, will act as chairman and legal representative [1] - Yang Zhe faced opposition when appointed as president due to concerns over his lack of experience in listed companies [1] Financial Performance - In the first half of the year, the company reported revenue of approximately 374,000 yuan, a decrease of 99% year-on-year [3] - The net profit attributable to shareholders was -13.71 million yuan, with a non-recurring net profit of -13.98 million yuan, both showing an expanded loss compared to the previous year [3] - The company's net assets decreased by 13.22% to approximately 89.87 million yuan, and total assets decreased by 7.61% to approximately 528.85 million yuan [3] Business Operations - The company's construction business has not signed new contracts or generated new revenue during the reporting period, primarily relying on past related transactions [3] - The mobile information services and computing power services have been adjusted due to temporary financial pressures and personnel configuration, resulting in limited revenue generation [4] Corporate Actions and Market Response - The company held a board meeting where two proposals faced opposition from a board member due to concerns over the company's weak repayment capacity [5][6] - The company and its subsidiary, Lianying Construction, are providing guarantees for loans, with a maximum guarantee limit of 1 billion yuan for one loan and 2 billion yuan for another [6][7] - As of September 18, *ST Chuangxing's stock price fell by 2.28% to 4.28 yuan per share, with a market capitalization of 1.82 billion yuan, while the stock has increased by approximately 26% year-to-date [7]

Core Viewpoint - Yili Clean Energy (formerly known as Yili Clean Energy) and its controlling shareholder, along with 29 related responsible persons, have been fined 375 million yuan by the Inner Mongolia Securities Regulatory Bureau for financial fraud, related guarantees, and fund occupation from 2016 to 2023 [2][12]. Financial Misconduct - From 2016 to 2022, Yili Clean Energy and its subsidiaries inflated profits, assets, and revenues through various fraudulent activities, resulting in total profit inflation of 192.89 million yuan, 530.31 million yuan, 276.30 million yuan, 351.91 million yuan, 358.37 million yuan, 826.85 million yuan, and a loss of 128 million yuan, which represented 3.76%, 6.18%, 2.15%, 2.79%, 4.88%, 9.37%, and -12.77% of the reported profit totals for those years [4][5]. - The company also inflated assets by 700 million yuan, 696 million yuan, 3.115 billion yuan, 2.808 billion yuan, 3.026 billion yuan, and 703 million yuan from 2016 to 2021, which accounted for 3%, 2.38%, 8.49%, 8.14%, 8.31%, and 2.06% of the reported total assets [4][6]. Related Guarantees - Between 2017 and 2021, Yili Clean Energy provided guarantees to its controlling shareholder and related parties, with amounts of 850 million yuan, 1.95 billion yuan, 3.01 billion yuan, 2.112 billion yuan, and 1.562 billion yuan, representing 8.12%, 12.38%, 17.22%, 11.50%, and 8.18% of the latest audited net assets [6]. Fund Occupation - From 2016 to 2023, Yili Clean Energy and its subsidiaries occupied funds through various means, with amounts of 700.1 million yuan, 2.409 billion yuan, 2.835 billion yuan, 1.712 billion yuan, and 200 million yuan, which represented 6.89%, 23.00%, 18.00%, 9.79%, and 1.09% of the latest audited net assets [8]. - By the end of 2023, the occupied balance was 4.505 billion yuan, which accounted for 23.51% of the reported net assets [9]. Fraudulent Bond Issuance - Yili Clean Energy issued bonds in April and July 2020, with a total issuance scale of 1 billion yuan, using fraudulent financial data from previous years, constituting a fraudulent issuance of bonds [11]. Regulatory Actions - The company received a notice of administrative punishment from the China Securities Regulatory Commission (CSRC) and was delisted due to continuous stock prices below 1 yuan for 20 trading days [13]. - The CSRC has intensified its crackdown on financial fraud and misconduct among delisted companies, with a total of 67 companies penalized, amounting to 1.246 billion yuan in fines [12][14].

Summary of Key Points Core Viewpoint - The company, Jiechuang Intelligent Technology Co., Ltd., is increasing its comprehensive credit limit for 2025 to support business development, with a total limit of up to RMB 600,000 million, and is accepting guarantees from related parties [1][2][6]. Group 1: Increase in Credit Limit - The company and its subsidiaries have approved a comprehensive credit limit application not exceeding RMB 300,000 million for 2025, which will be effective until the next annual shareholders' meeting [1][2]. - The total credit limit for 2025 will be increased to RMB 600,000 million, allowing for various financing activities such as working capital loans, project loans, and trade financing [2][4]. Group 2: Related Party Guarantees - The company will provide joint liability guarantees for its subsidiaries, with the actual controllers, Sun Chao, Xie Aixia, and Long Fei, also providing guarantees [2][3]. - The guarantees are classified as related transactions but do not constitute a major asset restructuring, thus requiring no additional departmental approval [3][4]. Group 3: Purpose and Impact of Related Transactions - The guarantees are intended to support the normal financing needs of the company and its subsidiaries, ensuring that daily operational funding requirements are met without negatively impacting the company's operations [4][5]. - The independent directors and audit committee have reviewed and approved the increase in credit limits, affirming that it aligns with the company's development needs and does not harm shareholder interests [5][6].

Core 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].

Core Viewpoint - The company held a temporary shareholders' meeting on August 11, 2025, to discuss and approve several key proposals, including the acquisition of 100% equity in Ningbo Guopei Petrochemical Co., Ltd. and related transactions [3][4][9]. Meeting Details - The meeting took place at the company's conference room located at 8 Wuda Garden Third Road, East Lake Development Zone, Wuhan [2]. - The meeting combined both on-site and online voting methods [2]. - The meeting was convened by the board of directors of Hubei Guochuang High-tech Materials Co., Ltd., with Chairman Huang Zhenhua presiding [2]. Attendance and Voting - A total of 206 shareholders and their proxies attended the meeting, representing 211,093,095 shares, which is 23.0369% of the total voting shares [3]. - Out of the attendees, 5 shareholders represented 195,051,493 shares (21.2863%) in person, while 201 shareholders represented 16,041,602 shares (1.7506%) through online voting [3]. - The meeting included the presence of company directors, supervisors, and legal representatives from Hubei Yingda Law Firm [3]. Proposal Voting Results - The proposal to acquire 100% equity in Ningbo Guopei Petrochemical Co., Ltd. was approved with 62,742,063 shares in favor, accounting for 97.3031% of the valid votes [4]. - The proposal regarding the associated guarantee due to the transaction was also approved, with 62,312,563 shares in favor (96.6370%) [7]. - The proposal to increase the estimated daily related transactions for 2025 was approved with 62,689,763 shares in favor (97.2220%) [10]. Legal Opinions - The legal opinions provided by Hubei Yingda Law Firm confirmed that the meeting's convening, attendance, and voting procedures complied with relevant laws and regulations, deeming the resolutions valid [12]. Documentation - The resolutions from the meeting were signed by the attending directors and are available for review, along with the legal opinion from Hubei Yingda Law Firm [13].

Core Viewpoint - The company plans to apply for an increase in comprehensive credit limits from banks, totaling up to RMB 21 million, and will accept guarantees from related parties [1][6]. Credit Limit Overview - The company has previously approved a total bank credit limit of up to RMB 77 million, which was ratified at the annual shareholders' meeting on May 20, 2025 [1][3]. - The new credit application includes requests to two banks: up to RMB 10 million from China Merchants Bank and up to RMB 11 million from Bank of Communications [2][6]. Related Party Guarantees - The guarantees for the credit applications will be provided by the company's controlling shareholders and their spouses, specifically Mr. Sun Jianming and Ms. Sun Kaiyun [2][3]. - The company will not incur any costs for these guarantees, as they are provided free of charge [6]. Impact on Company Operations - The increase in credit limits is aligned with the company's operational needs and will support its daily business activities without adversely affecting its financial status [6][7]. - The company has pledged 100% equity of its wholly-owned subsidiary, Roman Technology Holdings (Hong Kong) Limited, and 85.15% equity of its subsidiary, Predaptive OD Limited, as collateral for the loans [2][6]. Internal Decision-Making Process - The board of directors and the supervisory board have both approved the proposal for the increase in credit limits and acceptance of related party guarantees [7].

Core Viewpoint - The company plans to provide a guarantee of up to RMB 300 million for its subsidiary, Chongqing Xinyuan Agricultural Machinery Co., Ltd., to support its operational and business development needs [1][2][6] Group 1: Credit and Guarantee Details - The total credit limit the company and its subsidiaries plan to apply for is up to RMB 350 million, which includes RMB 50 million for Magnesium Technology and RMB 300 million for Xinyuan Agricultural Machinery [1][2] - The proposed guarantee for Xinyuan Agricultural Machinery represents 41.16% of the company's latest audited net assets [2][6] - The credit types include bank loans, guarantees, letters of credit, acceptance bills, bill discounting, and factoring [1] Group 2: Related Party Transactions - The transaction constitutes a related party guarantee as the controlling shareholder, Dongfang Xinyuan, and the actual controller, Gong Daxing, hold shares in Xinyuan Agricultural Machinery [3][5] - The guarantee agreement will be valid for 12 months from the date of approval by the shareholders' meeting [3][5] - The company has provided a total of RMB 60 million in guarantees to its subsidiary, Magnesium Technology, with no overdue guarantees reported [6] Group 3: Financial Overview of the Guaranteed Entity - Xinyuan Agricultural Machinery has total assets of RMB 509.91 million and total liabilities of RMB 345.72 million, resulting in net assets of RMB 164.18 million [5] - The company reported operating income of RMB 431.31 million and a net profit of RMB 9.12 million [5] Group 4: Necessity and Reasonableness of the Guarantee - The guarantee is deemed necessary to meet the operational needs of the company and its subsidiaries, facilitating sustainable development [6] - The company maintains effective control over the operational risks and credit status of the subsidiary, ensuring that the risks are manageable [6]

Group 1 - The company has approved an additional guarantee plan for 2025, increasing the total guarantee amount for related parties from 71.2 billion to 89.4 billion yuan, with a maximum guarantee balance rising from 47.9 billion to 68.1 billion yuan [1][2][7] - The adjustment in the guarantee amount is due to a change in the business plan of Anpeng Zhongrong and its subsidiaries, which have increased their financing needs from 143 billion to 180 billion yuan [2][3] - The company holds a 49.09% stake in Anpeng Zhongrong, and the additional guarantee of 18.2 billion yuan is aimed at supporting the financing and new financial business of Anpeng Zhongrong and its subsidiaries [2][5] Group 2 - The guarantees provided by the company are subject to the condition that Anpeng Zhongrong and its subsidiaries must provide counter-guarantees to mitigate risks [2][7] - The company aims to enhance its product sales capabilities and improve supply chain competitiveness through this guarantee, which is expected to support the healthy development of Anpeng Zhongrong's financial services [7][8] - The management is authorized to handle the guarantee matters without further approval from the board, supervisory committee, or shareholders' meeting for transactions within the approved guarantee limit [7][8]