Pro 2013-012 (Jianfeng Group's Announcement on Subsidiary Guarantee)
Release time:
2020-08-05
Securities Code: 600668 Securities Abbreviation: Jianfeng Group No.: Lin 2013-012
Announcement of Zhejiang Jianfeng Group Co., Ltd.
Providing Guarantee to Holding Subsidiaries
The Board of Directors and all directors of the Company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and assumes individual and joint responsibility for the truthfulness, accuracy and completeness of its contents .
Important Content Tips
● Names of Guarantees: Daye Jianfeng Cement Co., Ltd., Zhejiang Jianfeng Pharmaceutical Co., Ltd., Jinhua Pharmaceutical Co., Ltd., Zhejiang Jianfeng International Trading Co., Ltd., Yunnan Jianfeng Cement Co., Ltd.
● Proposed guarantee amount: set guarantee amount of 0.4 billion yuan.
● Is there any counter-guarantee for this guarantee: No
● Cumulative number of overdue external guarantees: No
Overview of 1. guarantees
On April 19, 2013, Zhejiang Jianfeng Group Co., Ltd. held the 10th meeting of the 8th Board of Directors. Nine directors should be present at the meeting. Independent director Deng Mingran entrusted independent director Liu Jiajian to attend the meeting due to official business. The remaining eight directors attended the meeting in person; they complied with the relevant provisions of the "Company Law" and the "Articles of Association", and the resolutions made were legal and effective. The meeting was presided over by Chairman Jiang Xiaomeng. After deliberation and voting, the "Proposal on Providing Guarantees to Holding Subsidiaries" was reviewed and passed with 9 votes in favor, 0 votes against, and 0 abstentions. Basic information of
2. guarantor
, Zhejiang Jianfeng Pharmaceutical Co., Ltd., with a registered capital of 149.07 million yuan, of which: the company accounts for 99.16, and its registered address is in Jinhua Industrial Park, Zhejiang Province. Its main business is the manufacture, sale and export of eye drops, ear drops, large volume injection, small volume injection and bulk drugs (azithromycin sulfate, L-aspartate amlodipine, paroxidine hydrochloride), freeze-dried powder injection, powder injection (cephalosporins), tablet, hard capsule, granule, ointment, dropping pill, bulk drug , etc. .
2. daye peak cement co., ltd. has a registered capital of 0.25 billion yuan, of which the company accounts for 6% and the company's holding subsidiary Zhejiang peak cement co., ltd. (the company holds 93.91) accounts for 70%. registered address: daye city hubei province security town; main business: cement, cement clinker, cement mechanical and electrical equipment manufacturing and sales; building materials products such as sales.
. Yunnan Jianfeng Cement Co., Ltd. has a registered capital of 0.15 billion yuan, of which: the company accounts for 75%, the holding subsidiary Jianfeng Cement (the company holds 93.91) accounts for 25%, and its registered address is 43 kilometers from Silan Highway, Liushun Township, Simao District, Pu 'er City, Yunnan Province. Its main business is cement production; sales of cement and cement products, building materials, gravel, woven bags, cement grinding; cement export trade.
. Jinhua pharmaceutical co., ltd. has a registered capital of 22 million yuan, of which: Zhejiang Jianfeng pharmaceutical co., ltd., the controlling subsidiary of the company, accounts for 90%, the company accounts for 10%, and its registered address is 1180 huancheng east road, Jinhua city; Main business: Main business: licensed business items: drug business (for details, please refer to the validity period of the drug business license until December 1, 2014). Prepackaged food (the license is valid until March 9, 2014), hazardous chemicals (see the license for the specific business scope, and the license is valid until January 16, 2014), medical devices (see the license for the specific business scope, and the license is valid until September 14, 2015), etc. The drug business license mainly includes: sales of Chinese patent medicines, Chinese medicinal materials, Chinese medicinal tablets, chemical preparations, chemical raw materials, antibiotics, biochemical drugs, biological products, narcotic drugs, psychotropic drugs, etc. .
, Zhejiang Jianfeng International Trade Co., Ltd., with a registered capital of 30 million yuan, of which: 93.33 of our company and 6.67 of Jianfeng Pharmaceutical Co., Ltd., registered address: 88 changchun West Road, Jindong Economic Development Zone, Zhejiang Province, mainly engaged in self-management and agency of import and export of various commodities and technologies, engaged in processing of imported materials and "three to one supplement" business; To carry out countertrade and re-export trade, warehousing of bonded goods and general goods (except dangerous goods), pharmaceutical intermediates, pharmaceutical equipment , etc. .
Key audited 2012 financial data of the above subsidiaries (in: ten thousand yuan)
company name |
total assets |
asset-liability ratio% |
total operating income |
net profit |
Daye Jianfeng Cement Co., Ltd. |
70574.18 |
50.79 |
57132.60 |
7626.51 |
Zhejiang Jianfeng Pharmaceutical Co., Ltd. |
60276.03 |
54.17 |
83108.99 |
2742.57 |
Jinhua Pharmaceutical Co., Ltd. |
25088.14 |
73.04 |
60084.02 |
371.03 |
Yunnan Jianfeng Cement Co., Ltd. |
50685.15 |
74.36 |
5960.33 |
-1411.81 |
Zhejiang Jianfeng International Trade Co., Ltd. |
7949.65 |
77.98 |
15087.30 |
-255.23 |
3. The main content of the guarantee
1, to guarantee the controlling subsidiary's borrowing from financial institutions, set the following limits:
Guaranteed Unit |
Set Guarantee Limit (RMB 10,000) |
daye peak Cement Co., Ltd. |
10000 |
zhejiang Jianfeng Pharmaceutical Co., Ltd. |
10000 |
Jinhua Pharmaceutical Co., Ltd. |
10000 |
Zhejiang Jianfeng International Trading Co., Ltd. |
5000 |
Yunnan Jianfeng Cement Co., Ltd. |
5000 |
Total |
40000 |
2, Agree to provide guarantee letter for 337 Zhejiang Jianfeng International Trade Co., Ltd, provide corresponding guarantee for the goods stored in the company by the customers of Zhejiang Jianfeng International Trade Co., Ltd.
The guarantee within the above amount is authorized to be executed by the chairman of the board of directors.
above matters shall be submitted to the shareholders' meeting for deliberation.
4. the opinion of the board of directors
The above guaranteed companies are all controlling subsidiaries of the company. The company can effectively control the guarantee risks, and the board of directors agrees to the above guarantees. The three independent directors of the company issued an independent opinion that was expressly agreed.
5. Cumulative Number of External Guarantees and Number of Overdue Guarantees
As of the disclosure date of this announcement, the total amount of external guarantees approved by the company and its controlling subsidiaries is 670 million yuan, accounting for 44.22 of the total owner's equity attributable to the parent company in 2012. The total amount of guarantee approved by the company to the holding subsidiary is 730 million yuan, accounting for 48.18 of the total owner's equity attributable to the parent company in 2012.
As of the disclosure date of this announcement, the actual balance of external guarantees of the company and its controlling subsidiaries was 70 million yuan, accounting for 4.62 of the total owner's equity attributable to the parent company by the audited consolidated caliber in 2012; The actual balance of the company's guarantee to the holding subsidiary is 206.37 million yuan, accounting for 13.62 of the total owner's equity attributable to the parent company by the audited consolidated caliber in 2012.
6. Reference Document Catalogue
1 , Resolution of the Tenth Meeting of the Eighth Board of Directors of the Company;
2 , copy of the business license of the guarantor;
hereby announces
Zhejiang Jianfeng Group Co., Ltd.
Board of Directors
April 23, 2013
More information
News from our newspaper On the occasion of the celebration of the 60th anniversary of Jianfeng's entrepreneurship, the selection results of the two competitions of "Me and Jianfeng" essay and employee calligraphy and painting photography exhibition are also fresh. Since July 2017, more than 50 contributions have been received from employees and their families. According to the overall situation of the content and writing level of the solicitation, 3 first prize works, 5 second prize works and 7 third prize works were selected. The staff calligraphy and painting photography exhibition began to call for contributions in early April. in just five months, it received more than 100 works from dozens of authors from various enterprises under the group, and successfully held the exhibition from October 10 to 17, which was welcomed and praised by the majority of employees. After a comprehensive selection of employee contributions, a total of 3 first-class works, 5 second-class works, and 7 third-class works were selected. In order to ensure the fairness and impartiality of the selection, the works of the leading group, working group members and specially invited works to commemorate the 60th anniversary of Jianfeng Entrepreneurship will not participate in the selection of the grade award. (The list of winners is attached) (This reporter) "I and the peak" essay list first prize "mother and son deep love" author: Daye peak Shi Fu "I have a date with the peak" author: Yunnan peak Luo Meiyan "buying a house" author: peak cable Lu Chaofang second prize "ten years, sixty years" author: pharmaceutical sales company Xu Yuting "my peak road" author: daye Peak Yang Zhendong's "My Teacher" Author: Fan Tufa, Municipal Pharmaceutical Company, "Peak Grows with Me for 20 Years" Author: Xu Junxiong, Pharmaceutical Sales Company, "Peak Grows with Me"
2020
07-31
News from our newspaper On the occasion of the celebration of the 60th anniversary of Jianfeng's entrepreneurship, the selection results of the two competitions of "Me and Jianfeng" essay and employee calligraphy and painting photography exhibition are also fresh. Since July 2017, more than 50 contributions have been received from employees and their families. According to the overall situation of the content and writing level of the solicitation, 3 first prize works, 5 second prize works and 7 third prize works were selected. The staff calligraphy and painting photography exhibition began to call for contributions in early April. in just five months, it received more than 100 works from dozens of authors from various enterprises under the group, and successfully held the exhibition from October 10 to 17, which was welcomed and praised by the majority of employees. After a comprehensive selection of employee contributions, a total of 3 first-class works, 5 second-class works, and 7 third-class works were selected. In order to ensure the fairness and impartiality of the selection, the works of the leading group, working group members and specially invited works to commemorate the 60th anniversary of Jianfeng Entrepreneurship will not participate in the selection of the grade award. (The list of winners is attached) (This reporter) "I and the peak" essay list first prize "mother and son deep love" author: Daye peak Shi Fu "I have a date with the peak" author: Yunnan peak Luo Meiyan "buying a house" author: peak cable Lu Chaofang second prize "ten years, sixty years" author: pharmaceutical sales company Xu Yuting "my peak road" author: daye Peak Yang Zhendong's "My Teacher" Author: Fan Tufa, Municipal Pharmaceutical Company, "Peak Grows with Me for 20 Years" Author: Xu Junxiong, Pharmaceutical Sales Company, "Peak Grows with Me"
2020
07-30
On August 3, Shanghai Beika Pharmaceutical Technology Co., Ltd., a holding subsidiary of Jianfeng Pharmaceutical Co., Ltd., signed an equity transfer agreement with the shareholders of Anhui Zhongwang Pharmaceutical Co., Ltd. to invest 20.62 million yuan to acquire all 100 shares of the company. This is another important move by Jianfeng Pharmaceutical to build a production base for raw materials after the acquisition of shares in Shanghai North Carolina at the beginning of the year. Anhui Zhongwang is located in Xiangyu Chemical Park, Dongzhi County, Chizhou City, Anhui Province. It is a pharmaceutical intermediate manufacturing enterprise integrating R & D, production and sales, focusing on the R & D, production and sales of fine chemicals such as characteristic medicine, intermediates and new materials. The main business activities are the production and sales of 92% potassium hydrogen fluoride and 8% potassium fluoride mixture, ethyl acetate, aqueous DMF, aqueous triethylamine, toluene, methanol, acetic acid, DMF, triethylamine, industrial sodium chloride, chemical products (except hazardous chemicals and explosives) production and sales; research and development of biopharmaceuticals, chemical raw materials, pharmaceutical intermediates and fine chemicals. The company has built two ofloxacin carboxylic acid production lines with a total production capacity of 1200 tons/year, and its supporting safety, environmental protection, storage, and management systems, and has passed ISO9001: 2015 quality management system certification, ISO14001: 2015 environmental management system certification, OHSAS18001: 2015 occupational health and safety management system certification and safety three-level standardization construction; the main products of oxyfluorocarbons, oxyfluorocarbons, levooxyfluorocarbons, levooxyfluorocarbons have passed the on-site audit of well-known domestic pharmaceutical companies, and levofluorocarbons have passed the on-site audit of Indian pharmaceutical companies, 2
2020
07-31
"Active Dendrobium superfine powder" technology patented
The technical achievement of Jianfeng Health Technology Company "a preparation method of active Dendrobium officinale superfine powder" has recently obtained an invention patent, with the patent number ZL 201510242263.8 and the validity period of 20 years. Compared with the traditional method, the Dendrobium officinale powder prepared by this technology fully retains the original drug activity, and the bioavailability is doubled. Dendrobium officinale is known as "plant gold". It has the effects of nourishing the stomach, nourishing yin and clearing heat, moistening the lung and kidney, and strengthening the waist. The common traditional Chinese medicine on the market is made of fresh Dendrobium officinale while heating. It is twisted into a spiral or spring shape and dried and processed. People usually smash the iron maple bucket into fine powder and take it together with American ginseng fine powder. However, conventional drying will cause the active ingredients and effective ingredients of Dendrobium officinale to be damaged, and the taste, color and appearance will change. In addition, the crushing time is relatively long, and some materials are heated relatively high during crushing, which further leads to the decrease of its efficacy, and the rehydration of the processed fine powder is also relatively poor, thus affecting the effect. The patent achievement of "a preparation method of active Dendrobium officinale superfine powder" effectively solves the above-mentioned drawbacks. This method pulverizes Dendrobium officinale after vacuum freeze-drying by a low-temperature ultra-high-speed airflow pulverization process, and controls the pulverization temperature to 20 ℃ and below, thus avoiding quality deterioration reactions such as oxidation of active ingredients, destruction of volatile oil and other heat-sensitive substances during the pulverization process of Dendrobium officinale. Its fineness can reach more than 95% and its particle size is less than 20μm, which improves the fineness of traditional Dendrobium officinale powder.
2020
07-31
News from our newspaper The recently published national periodical "Building Materials Development Orientation" uses the corporate image photo of Yunnan Jianfeng Cement Company on the cover; the "13th China Yunnan Pu'er Tea International Expo and Fair" held on August 26-28 During the period, the local mainstream media "Pu'er Daily" also used a large amount of space to publicize the achievements of Yunnan Jianfeng in many aspects. Since it was put into production, the company has strengthened its image publicity through various channels, and the social influence of the company has been continuously improved. As a relatively late cement enterprise in southwest Yunnan, Yunnan Jianfeng has always attached great importance to the construction of corporate culture and image promotion. "Building Materials Development Orientation" magazine is sponsored by the China Building Materials Industry Economic Research Association and other units. It is the only comprehensive scientific and technological journal of building materials in the country. It takes technological innovation, management innovation, and market innovation as its purpose, and takes the national, orientation, and novelty as its goal. It has a relatively wide influence on the high-level managers and engineering and technical personnel of the building materials industry and enterprises. China Yunnan Pu'er Tea International Expo is an international exhibition co-sponsored by the Ministry of Agriculture and the People's Government of Yunnan Province. During this period, seizing the opportunity to promote enterprises is conducive to breaking through geographical limitations and gaining a wider impact. In the daily publicity work, Yunnan Jianfeng also cooperated with Pu'er TV station to broadcast the corporate image propaganda film in prime time after the news broadcast, and used self-media such as "Pu'er on the Cloud" to promote the spirit of Jianfeng enterprise. Every year during the Spring Festival, the company will expand its reputation through Xishuangbanna TV Station and Pu'er TV Station in the form of New Year greetings. With Yunling High-speed Media, Today's Biography
2020
07-31
News from our newspaper The recently published national periodical "Building Materials Development Orientation" uses the corporate image photo of Yunnan Jianfeng Cement Company on the cover; the "13th China Yunnan Pu'er Tea International Expo and Fair" held on August 26-28 During the period, the local mainstream media "Pu'er Daily" also used a large amount of space to publicize the achievements of Yunnan Jianfeng in many aspects. Since it was put into production, the company has strengthened its image publicity through various channels, and the social influence of the company has been continuously improved. As a relatively late cement enterprise in southwest Yunnan, Yunnan Jianfeng has always attached great importance to the construction of corporate culture and image promotion. "Building Materials Development Orientation" magazine is sponsored by the China Building Materials Industry Economic Research Association and other units. It is the only comprehensive scientific and technological journal of building materials in the country. It takes technological innovation, management innovation, and market innovation as its purpose, and takes the national, orientation, and novelty as its goal. It has a relatively wide influence on the high-level managers and engineering and technical personnel of the building materials industry and enterprises. China Yunnan Pu'er Tea International Expo is an international exhibition co-sponsored by the Ministry of Agriculture and the People's Government of Yunnan Province. During this period, seizing the opportunity to promote enterprises is conducive to breaking through geographical limitations and gaining a wider impact. In the daily publicity work, Yunnan Jianfeng also cooperated with Pu'er TV station to broadcast the corporate image propaganda film in prime time after the news broadcast, and used self-media such as "Pu'er on the Cloud" to promote the spirit of Jianfeng enterprise. Every year during the Spring Festival, the company will expand its reputation through Xishuangbanna TV Station and Pu'er TV Station in the form of New Year greetings. With Yunling High-speed Media, Today's Biography
2020
07-31