Fujian Sanmu Group Co., Ltd. (hereinafter referred to as "the Company") and all members of the board guarantee that the content of this information disclosure is true, accurate, and complete, without false records, misleading statements, or significant omissions.
Special Risk Reminder
As of now, the total amount of external guarantees provided by the Company and its controlling subsidiaries has exceeded 100% of the Company's most recent audited net assets. The amount of guarantees provided for entities with a debt-to-asset ratio exceeding 70% has exceeded 50% of the Company's most recent audited net assets. Investors are advised to pay close attention to guarantee risks.
1. Overview of Guarantees
(1) Guarantee Situation
- Fujian Sanmu Construction Development Co., Ltd. (hereinafter referred to as "Sanmu Jianfa"), a wholly-owned subsidiary of the Company, applied for a credit limit of 15 million yuan from the Fuzhou Mindu Branch of Bank of China, with a credit term of 1 year, guaranteed by the Company with joint liability.
- Fuzhou Changxingmao Trading Co., Ltd. (hereinafter referred to as "Fuzhou Changxingmao"), another wholly-owned subsidiary, also applied for a credit limit of 15 million yuan from the same bank, guaranteed by the Company with joint liability.
- Fujian Light Industry Import and Export Co., Ltd. (hereinafter referred to as "Fuzhou Light Industry"), a controlling subsidiary, applied for a credit limit of 55 million yuan from the Fuzhou Branch of China Everbright Bank, with a credit term of 1 year, guaranteed by the Company with joint liability, and secured by the property and land use rights located at No. 93, Qunzhong East Road, Taijiang District, Fuzhou City.
- Fuzhou Light Industry also applied for a credit limit of 130 million yuan from the Fuzhou Branch of Zhejiang Chouzhou Commercial Bank, guaranteed by the Company with joint liability.
The types of credit include but are not limited to various working capital loans, bank acceptance bills, letters of credit, overseas payments, sale-leaseback, direct leasing, supply chain finance, debt restructuring, loan extensions, repayment plan adjustments, refinancing, factoring, financial management, procurement from suppliers, external bidding, and export commercial invoice financing. The specific financial institutions, guarantee methods, and conditions will be based on actual contracts signed within the above guarantee limits.
| No. | Guaranteed Party | Financial Institution | Guarantee Credit Amount | Credit Term |
|---|---|---|---|---|
| 1 | Sanmu Jianfa | Bank of China | 15,000 | 1 year |
| 2 | Fuzhou Changxingmao | Bank of China | 15,000 | 1 year |
| 3 | Fuzhou Light Industry | China Everbright Bank | 55,000 | 1 year |
| 4 | Fuzhou Light Industry | Zhejiang Chouzhou Commercial Bank | 130,000 | 1 year |
| Total | 215,000 |
(2) Guarantee Approval Situation
On May 16, 2025, and June 3, 2025, the Company held the 34th meeting of the 10th Board of Directors and the 3rd Extraordinary General Meeting of Shareholders of 2025, respectively, to review and approve the proposal on the Company's guarantee plan for 2025. The total planned guarantee amount for the Company in 2025 is 569,650,000 yuan, of which the planned guarantee amount for wholly-owned subsidiaries and controlling subsidiaries with a debt-to-asset ratio exceeding 70% is not more than 490,650,000 yuan, and for those not exceeding 70% is not more than 79,000,000 yuan. The guarantee limits can be adjusted among similar guarantee entities, and the actual guarantee amounts, types, and terms will be based on contracts.