Jiangsu Yabang Dyes Co., Ltd. Announcement on the Guarantee Provided by Related Parties for Bank Loans to the Company's Wholly-Owned Subsidiary and the Counter-Guarantee Provided by the Subsidiary

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2026-03-28 19:11:05

Securities Code: 603188 Securities Abbreviation: Yabang Co., Ltd. Announcement Number: 2026-008

Jiangsu Yabang Dyeing Co., Ltd.

Announcement on the Guarantee Provided by a Related Party for the Company’s Wholly Owned Subsidiary Bank Loan

and the Counter-Guarantee Provided by the Subsidiary

The Board of Directors of the company and all directors guarantee that the content of this announcement does not contain any false records, misleading statements, or major omissions, and bear legal responsibility for the authenticity, accuracy, and completeness of its content.

Important Content Reminder:

● Guarantee Object and Basic Information

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● Cumulative Guarantee Situation

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I. Overview of Guarantee Situation

(1) Basic Information of the Guarantee

Due to the needs of daily business development, Jiangsu Yabang Dyeing Co., Ltd. (hereinafter referred to as “the Company” or “Yabang Co., Ltd.”)’s wholly owned subsidiary Jiangsu Yabang Import and Export Co., Ltd. (hereinafter referred to as “Yabang Import and Export”) plans to apply to Jiangsu Bank Co., Ltd. Changzhou Branch (hereinafter referred to as “Jiangsu Bank Changzhou Branch”) for a working capital loan of 10 million RMB, with a loan term of 12 months. Changzhou Wujin High-tech Financing Guarantee Co., Ltd. (hereinafter referred to as “Wujin High-tech Financing Guarantee Company”) provides a guarantee for the above loan business to Jiangsu Bank Changzhou Branch and signs a “Loan Guarantee and Recourse Contract” with Yabang Import and Export, agreeing to charge Yabang Import and Export a guarantee fee of 100,000 RMB at an annual interest rate of 1.0%.

The company’s subsidiary Jiangsu Yabang Hual Dye Co., Ltd. (hereinafter referred to as “Yabang Hual”) provides a joint liability counter-guarantee for the aforementioned Yabang Import and Export 10 million RMB bank loan to Wujin High-tech Financing Guarantee Company. The company’s subsidiary Jiangsu Henglong Crop Protection Co., Ltd. (hereinafter referred to as “Henglong Crop”) provides four properties located in Donggou Village and the Chemical Park in Guannan County, the company’s subsidiary Lianyungang Jindun Agricultural Chemical Co., Ltd. (hereinafter referred to as “Jindun Agricultural Chemical”) provides two properties located in the Chemical Park in Guannan County, and the company’s subsidiary Ningxia Yadong Chemical Co., Ltd. (hereinafter referred to as “Ningxia Yadong”) provides 20 properties including the office building 101 of Ningxia Yadong in Zhongwei Industrial Park as counter-guarantee collateral.

(2) Internal Decision-Making Procedures

According to the proposal on “Providing Guarantee Limits for Units within the Consolidated Financial Statement Scope in 2025” approved at the 14th meeting of the 7th Board of Directors held on April 29, 2025, and the 2024 Annual General Meeting held on May 20, 2025, it is agreed that the company and its subsidiaries may provide guarantees for units within the consolidated financial statement scope, with a total limit not exceeding 1 billion RMB, of which the total guarantee amount for units with a debt-to-asset ratio below 70% shall not exceed 500 million RMB; the total guarantee amount for units with a debt-to-asset ratio above 70% shall not exceed 500 million RMB. As of now, the actual usage of the above guarantee limit is 805,119.6 thousand RMB (excluding this guarantee), of which guarantees provided for units with a debt-to-asset ratio below 70% amount to 795,119.6 thousand RMB, and guarantees for units with a debt-to-asset ratio above 70% amount to 1,000,000 RMB. The counter-guarantee provided by subsidiaries Yabang Hual, Henglong Crop, and subsidiaries Jindun Agricultural Chemical, Ningxia Yadong for Yabang Import and Export’s 10 million RMB bank loan falls within the above-reviewed limit. The guarantee fee incurred for this guarantee is a total of 100,000 RMB, which involves related transactions. According to the relevant provisions of the “Shanghai Stock Exchange Stock Listing Rules” and the “Articles of Association,” this related transaction falls under the approval authority of the general manager and does not require submission to the company’s Board of Directors and shareholders’ meeting for review.

II. Basic Information of the Guaranteed Party

(1) Basic Information

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(2) Dishonesty Situation of the Guaranteed Party

As of the date of this announcement, no major or potential issues affecting the guaranteed party’s ability to repay debts have occurred; the guaranteed party is not a dishonored judgment debtor.

III. Main Contents of the Guarantee and Counter-Guarantee Agreement

(1) Loan Guarantee and Recourse Contract

Guarantor (Party A): Changzhou Wujin High-tech Financing Guarantee Co., Ltd.
Guaranteed Party, i.e., Borrower (Party B): Jiangsu Yabang Import and Export Co., Ltd.
Provision of Guarantee and Payment of Guarantee Fee: Party A agrees to provide a guarantee for Party B’s loan of 10 million RMB from Jiangsu Bank Changzhou Branch. Party B shall pay Party A a one-time guarantee fee of 100,000 RMB at an annual rate of 1% before the loan disbursement, calculated as one month if less than one month.
Guarantee Recourse: If Party B fails to repay the principal and interest of the loan and all related debts to the financial institution in accordance with the loan contract, and the financial institution requests Party A to make compensation, then from the date Party A makes the compensation, Party A may seek recourse from Party B. The recourse amount includes but is not limited to: the principal and interest that Party A compensated for Party B; costs incurred by Party A due to the financial institution’s claims against Party A due to Party B’s failure to repay on time, which are ultimately borne by Party A; interest on funds occupied for compensation by Party A; and all costs incurred by Party A to realize the above recourse rights. After Party A compensates for Party B, Party A has the right to choose to convert the debt owed by Party B into equity in Party B, and the specific matters will be separately agreed upon by both parties. If Party A chooses to convert debt into equity, Party B must cooperate in handling related procedures and ensure that Party B’s internal procedures are followed without affecting Party A’s rights.

(2) Counter-Guarantee Contract

Party A: Changzhou Wujin High-tech Financing Guarantee Co., Ltd.
Party B: Jiangsu Yabang Hual Dye Co., Ltd.
Counter-Guarantee Method: Joint liability guarantee
Principal Debt of Counter-Guarantee: The total debt owed by the borrower to the guarantor as specified in the “Loan Guarantee and Recourse Contract,” including the principal loan of 10 million RMB.
Counter-Guarantee Period: From the date Party A fulfills the obligation of compensation for the borrower according to the guarantee contract signed with the financial institution, for three years.
Counter-Guarantee Scope: The amounts compensated by Party A for the borrower under the “Loan Guarantee and Recourse Contract” (the principal, interest, compound interest, penalty interest, liquidated damages, compensation, and all costs incurred by the financial institution to realize the creditor’s rights and other responsibilities borne by Party A) and the interest on funds occupied and guarantee fees from the date of compensation, etc. All costs incurred by Party A to realize the debt collection rights under the “Loan Guarantee and Recourse Contract” include but are not limited to litigation fees, property preservation fees, attorney fees, travel expenses, enforcement fees, appraisal fees, auction fees, notarization fees, announcement fees, insurance fees, and audit fees.

(3) Counter-Guarantee Mortgage Contract

Mortgagee: Changzhou Wujin High-tech Financing Guarantee Co., Ltd.

Mortgagor: Jiangsu Henglong Crop Protection Co., Ltd., Lianyungang Jindun Agricultural Chemical Co., Ltd., Ningxia Yadong Chemical Co., Ltd.

Mortgage: Jiangsu Henglong Crop Protection Co., Ltd. provides four properties located in Donggou Village and the Chemical Park in Guannan County, the Chemical Park (west side of Hengsheng Road), and the Chemical Park (west side of Jing Er Road) in Guannan County, and the Chemical Park (north side of Xinguang Avenue) as counter-guarantee collateral; Lianyungang Jindun Agricultural Chemical Co., Ltd. provides two properties located in the Chemical Park in Guannan County; Ningxia Yadong Chemical Co., Ltd. provides 20 properties, including the office building 101 of Ningxia Yadong in Zhongwei Industrial Park as counter-guarantee collateral.
Principal Debt of Mortgage Guarantee: The total debt owed by the mortgagor to the borrower as specified in the “Loan Guarantee and Recourse Contract,” including the principal loan of 10 million RMB.
Counter-Guarantee Period: From the date the mortgagee fulfills the obligation of compensation for the borrower according to the guarantee contract signed with the financial institution until all costs within the scope of this mortgage guarantee are fully paid (i.e., until the principal debt is extinguished).
Scope of Mortgage Guarantee: The amounts compensated by the mortgagee for the borrower under the “Loan Guarantee and Recourse Contract” (the principal, interest, compound interest, penalty interest, liquidated damages, compensation, and all costs incurred by the financial institution to realize the creditor’s rights and other responsibilities borne by the mortgagee) and the interest on funds occupied and guarantee fees from the date of compensation, etc.; all costs incurred by the mortgagee to realize the debt collection rights under the “Loan Guarantee and Recourse Contract”: including but not limited to litigation fees, property preservation fees, attorney fees, travel expenses, enforcement fees, appraisal fees, auction fees, notarization fees, announcement fees, insurance fees, and audit fees.

IV. Necessity and Rationality of the Guarantee

The related party Wujin High-tech Financing Guarantee Company provides a guarantee for the company’s wholly owned subsidiary bank loan to solve the problem of the subsidiary needing guarantees for financing from financial institutions, satisfying the subsidiary’s daily operating capital needs, and supporting its healthy development. There is no situation affecting the company’s business and operational independence. The company’s subsidiary thus provides corresponding counter-guarantee guarantees and counter-guarantee mortgages and pays the related party a guarantee fee of 1% per year based on the actual guarantee amount, which is fair and reasonable. The guaranteed party is the company’s wholly owned subsidiary, and the company has full control over it, effectively controlling and preventing guarantee risks, with relatively low guarantee risk. This guarantee does not harm the interests of the company and all shareholders, especially minority shareholders, and will not adversely affect the company’s financial status and operating results.

V. Board of Directors’ Opinion

The Board of Directors believes that Yabang Import and Export is a wholly owned subsidiary of the company, with a sound organizational structure and perfect management mechanism; the company has sufficient control over it. This guarantee and counter-guarantee matter is to meet the financing needs of the subsidiary’s daily operational development and promote its healthy business growth, which aligns with the company’s overall development strategy. The company has a full understanding of the operating status and creditworthiness of this counter-guarantee object, and the company can effectively control and prevent risks; the counter-guarantee provided will not harm the interests of the company and all shareholders.

VI. Cumulative External Guarantee Amount and Overdue Guarantee Amount

As of the date of this announcement, the cumulative external guarantee amount of the company is as follows:

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This announcement is hereby made.

Board of Directors of Jiangsu Yabang Dyeing Co., Ltd.

March 27, 2026

Securities Code: 603188 Securities Abbreviation: Yabang Co., Ltd. Announcement Number: 2026-007

Jiangsu Yabang Dyeing Co., Ltd.

Announcement on the Guarantee Provided by Wholly Owned Subsidiary for the Company’s Bank Loan

Important Content Reminder:

● Guarantee Object and Basic Information

■

● Cumulative Guarantee Situation

■

I. Overview of Guarantee Situation

(1) Basic Information of the Guarantee

Due to the needs of daily business development, Jiangsu Yabang Dyeing Co., Ltd. (hereinafter referred to as “the Company” or “Yabang Co., Ltd.”) has recently signed a “Maximum Credit Contract” with Agricultural Bank of China Co., Ltd. Changzhou Wujin Branch (hereinafter referred to as “Agricultural Bank Changzhou Wujin Branch”). From March 24, 2026, to March 23, 2029, Yabang Co., Ltd. can apply to Agricultural Bank Changzhou Wujin Branch for various “credit” businesses within a limit not exceeding 193,559,800 RMB. Yabang Co., Ltd.'s wholly owned subsidiary Jiangsu Yabang Hual Dye Co., Ltd. (hereinafter referred to as “Yabang Hual”) has signed a “Maximum Mortgage Contract” with Agricultural Bank Changzhou Wujin Branch, providing maximum mortgage guarantees for the debts arising from the above credit contract.

(2) Internal Decision-Making Procedures

According to the proposal on “Providing Guarantee Limits for Units within the Consolidated Financial Statement Scope in 2025” approved at the 14th meeting of the 7th Board of Directors held on April 29, 2025, and the 2024 Annual General Meeting held on May 20, 2025, it is agreed that the company and its subsidiaries may provide guarantees for units within the consolidated financial statement scope, with a total limit not exceeding 1 billion RMB, of which the total guarantee amount for units with a debt-to-asset ratio below 70% shall not exceed 500 million RMB; the total guarantee amount for units with a debt-to-asset ratio above 70% shall not exceed 500 million RMB. As of now, the actual usage of the above guarantee limit is 611,559.8 thousand RMB (excluding this guarantee). After adjusting the guarantee limit, guarantees provided for units with a debt-to-asset ratio below 70% amount to 601,559.8 thousand RMB, while guarantees for units with a debt-to-asset ratio above 70% amount to 1,000,000 RMB. Yabang Hual provides guarantees for the debts arising from the 19,355.98 million RMB credit contract of Yabang Co., Ltd. within the above-reviewed annual limit.

II. Basic Information of the Guaranteed Party

(1) Basic Information

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(2) Dishonesty Situation of the Guaranteed Party

As of the date of this announcement, no major or potential issues affecting the guaranteed party’s ability to repay debts have occurred; the guaranteed party is not a dishonored judgment debtor.

III. Main Contents of the Maximum Mortgage Contract

(1) Contract Parties

Mortgagee: Agricultural Bank of China Co., Ltd. Changzhou Wujin Branch

Mortgagor: Jiangsu Yabang Hual Dye Co., Ltd.

Debtor: Jiangsu Yabang Dyeing Co., Ltd.

(2) Guarantee Method

The mortgagor provides a maximum mortgage guarantee for the credit contract signed between the mortgagee and the debtor.

(3) Principal Debt of the Guarantee

The mortgagor voluntarily provides guarantees for the following debts formed between the mortgagee and the debtor, with the maximum balance of the guaranteed debt equivalent to 193,559,800 RMB. The mortgagee will form debts with the debtor from March 24, 2026, to March 23, 2029, through various agreed-upon business activities. The period is the determination period for the maximum guaranteed debt.

During the contractually stipulated period and maximum balance, the mortgagee does not need to handle guarantee procedures for each loan or other bank credits issued.

(4) Scope of Mortgage Guarantee

The scope of the mortgage guarantee includes the principal, interest, penalty interest, compound interest, liquidated damages, compensation, interest on delayed performance of obligations determined according to the relevant provisions of the Civil Procedure Law that should be borne by the borrower and guarantor, preservation insurance fees, and all costs incurred by the lender to realize the creditor’s rights, including litigation (arbitration) fees, attorney fees, etc.

(5) Mortgage Property

The mortgagor agrees to set a mortgage on the real estate in the Chemical Park of Guannan County. The above mortgage property is temporarily priced at 193,559,800 RMB, and its final value will be based on the actual amount obtained from processing the mortgage when the mortgagee realizes the rights.

IV. Necessity and Rationality of the Guarantee

The wholly owned subsidiary provides a guarantee for the company to meet the working capital needs of daily production and operation, which is conducive to improving the company’s operational efficiency and profitability and promoting the overall development of the company. The guaranteed party, the listed company’s parent company Yabang Co., Ltd., has stable operations and financial conditions and has the ability to repay debts. Based on its debt-to-asset ratio, the risks of this guarantee matter are controllable and will not have a significant impact on the company’s daily operations, nor will it harm the interests of the company and all shareholders, especially minority shareholders.

V. Board of Directors’ Opinion

The company’s Board of Directors believes that Yabang Co., Ltd. has a sound organizational structure and management mechanism, and the company’s daily operations are stable, with low guarantee risks. The subsidiary Yabang Hual providing guarantees for the company is to meet the capital needs in the company’s operations and management, ensuring the continuous and stable development of the company’s business, which aligns with the overall development needs of the company. The above guarantees will not harm the interests of the company and all shareholders, and the Board of Directors agrees to the above guarantee matters.

VI. Cumulative External Guarantee Amount and Overdue Guarantee Amount

As of the date of this announcement, the cumulative external guarantee amount of the company is as follows:

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This announcement is hereby made.

Board of Directors of Jiangsu Yabang Dyeing Co., Ltd.

March 27, 2026

Massive information and precise interpretation can be found in the Sina Finance APP.

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