Jingwei Textile Machinery Limited By Share Ltd Provides Guarantee For Its Subsidiary Company

Stock Code: 000666 securities abbreviation:

Jingwei Textile Machinery Limited by Share Ltd announcements of guarantee for subsidiaries

The company and

I. summary of guarantee situation

Jingwei Textile Machinery Limited by Share Ltd (hereinafter referred to as the "company") signed the "maximum guarantee contract" in September 27, 2010 with the China Everbright Bank Limited by Share Ltd branch in Shenyang, Liaoning province. It provides joint and several liability guarantee for the 30 million yuan credit line of China Everbright Bank Limited by Share Ltd Shenyang branch, a subsidiary of Shenyang Jingwei Haihong Agricultural Machinery Technology Co., Ltd. (hereinafter referred to as "Anshan Haihong").

The company held the sixth annual meeting of the board of directors in September 27, 2010. The meeting was chaired by Chairman Ye Maoxin.

Should be 8 directors, the actual attendance of 8 directors, in line with the company law and the provisions of the company's articles of association.

After full discussion, the conference adopted the following 8 votes, 0 votes against and 0 abstentions, and agreed that the company would provide a guarantee for Anshan Haihong to the Shenyang branch of China Everbright Bank to apply for 30 million yuan credit line, which is 1 years.

This guarantee is not subject to the approval of the shareholders' meeting.

Two, the basic situation of the guarantor

The guarantor Anshan Haihong, a controlling subsidiary company with 51% stake in the company, was founded in November 3, 2008. Its registered address is Anshan Agricultural High-tech Industrial Park in Tang Gang Zi. The legal representative is Yao Yuming, whose registered capital is RMB 40 million yuan.

The company's business scope is: agricultural machinery manufacturing and scientific and technological project development and development; construction machinery maintenance; mechanical processing; steel structure production, lifting limiter, electrical machinery, construction machinery manufacturing.

As of December 31, 2009, the total assets of Haihong in Anshan amounted to 36043750 yuan, the total liabilities were 10784.125 yuan, and the net assets were 25259624 yuan. In the 2009 year, Anshan Haihong realized business income of 17818416 yuan, the total profit was 1352173 yuan, and the net profit was 1014130 yuan.

As of August 31, 2010, the total assets of Haihong in Anshan amounted to 69022859 yuan, with a total liabilities of 27520546 yuan and net assets of 41502312 yuan. In the 8 months ended August 31, 2010, Anshan Haihong realized 10030546 yuan of business income, 10620.54 yuan in total profits and 10620 yuan in net profit.

Three.

According to the agreement signed by our company and China Everbright Bank Limited by Share Ltd Shenyang branch, the comprehensive credit limit for the application of Anshan Haihong to the Limited by Share Ltd branch of China Everbright Bank is 30 million yuan, with a term of 1 years, and the guarantee is joint and several liability.

Four, counter guarantee situation

(1) Anshan Haihong construction machinery Limited by Share Ltd (hereinafter referred to as "Haihong project") has agreed to act as an anti guarantor and bear joint and several liability for counter guarantee.

At the same time, Haihong works in Anshan Haihong investment in all equity (Haihong project in Anshan Haihong invested 10 million 800 thousand yuan in Anshan, accounting for 27% of the registered capital of Haihong in Anshan, the second largest shareholder of Anshan Haihong) pledge.

(2) Chen Lifen took the full stake in Haihong investment in Anshan (Chen Lifen invested 1 million 650 thousand yuan in Anshan Haihong, accounting for 4.13% of the registered capital of Anshan Haihong, and was the third largest shareholder of Haihong in Anshan).

At the same time, Chen Lifen and his spouse Dong Weimin agreed to provide counter guarantee and joint liability for the company's guarantee obligations.

Five. Board opinion

Anshan Haihong is a subsidiary holding 51% of the company. The company provides joint and several liability guarantee for its comprehensive credit line applied to the bank to ensure its normal operation.

After careful consideration and deliberation by the board of directors of the company, it is believed that this guarantee for Anshan Haihong is conducive to supporting the funds needed for further production and operation. The assets of the company are of excellent quality, well operating and solvency, and the financial risk is within the scope of the company's controllable system. The guarantee does not contradict the CSRC's notice on regulating the capital pactions between listed companies and related parties and the external guarantee of listed companies, and the notice of the CSRC and the CBRC on standardizing the external guaranty activities of listed companies. The guarantee agreement will not harm the interests of the company.

Six. The total number of external guarantees.

After the implementation of the above guarantee, the total guarantee amount of the company is 240 million yuan (of which the company's external guarantee amount is 150 million yuan, and the guarantee amount for the subsidiary is RMB 90 million yuan), accounting for 8.21% of the company's latest audited net assets.

Hereby notice

Jingwei Textile Machinery Limited by Share Ltd

Board of directors September 27, 2010