Everbright Securities Co., Ltd. on the Verification Opinions Regarding Accounts Receivable Transfer and Non-recourse Factoring Business with China National Machinery Group
Everbright Securities Co., Ltd. (hereinafter referred to as "Everbright Securities" or "Sponsor") serves as the sponsor for China National Machinery Group Co., Ltd. (hereinafter referred to as "China National Machinery" or "Company") in its issuance of shares to specific targets. In accordance with the "Administrative Measures for the Sponsorship of Securities Issuance and Listing" and the "Shenzhen Stock Exchange Stock Listing Rules," Everbright Securities has performed continuous supervision duties and conducted a prudent review of the accounts receivable transfer and non-recourse factoring business between China National Machinery and China National Capital Holdings Co., Ltd. (hereinafter referred to as "China National Capital") and its subsidiary, China National Commercial Factoring Co., Ltd. (hereinafter referred to as "China National Factoring"). The specific circumstances are as follows:
1. Accounts Receivable Transfer and Non-recourse Factoring Business
In May 2022, the General Office of the State Council issued the "Opinions on Further Activating Existing Assets and Expanding Effective Investment" (Guo Ban Fa [2022] No. 19), which clearly proposed to optimize and improve the methods for activating existing assets and actively explore market-oriented methods such as asset securitization. Based on this policy guidance, China National Machinery intends to carry out accounts receivable transfer and non-recourse factoring business with a total amount not exceeding RMB 500 million (inclusive). The entities involved in this accounts receivable transfer and non-recourse factoring business are subsidiaries of China National Machinery, namely Luoyang Bearing Research Institute Co., Ltd. (hereinafter referred to as "Bearing Research") and China National Diamond (Henan) Co., Ltd. (hereinafter referred to as "China National Diamond") and its subsidiaries. The transfer targets include accounts receivable, supply chain bills, and other accounts receivable certificates, which have clear ownership and are not subject to any restrictions such as mortgages, pledges, or other transfer limitations. There are no litigation, arbitration matters, or judicial measures such as seizures or freezes involved, and there are no other circumstances that hinder the transfer of ownership.