Shapuaisi’s announcement on providing guarantees for wholly-owned subsidiaries
Securities code: 603168 Securities abbreviation: Shapuaisi Announcement number: Lin 2026-007
Zhejiang Shapuaisi Pharmaceutical Co., Ltd.
Announcement on Providing Guarantees for Wholly-Owned Subsidiaries
The board of directors and all directors of the company guarantee that the contents of this announcement do not contain any false records or misleading statements.
or major omissions, and assume legal responsibility for the authenticity, accuracy and completeness of its content.
Important content reminder:
Guaranteed objects and basic information
actually provided for
Is it estimated in the early stage? Is there a name of the guaranteed person in this guarantee? The amount of this guarantee? The balance of the guarantee (excluding the principal)
Counter-guarantee sub-guarantee amount within the limit)
Shanghai Xiongqi Biotechnology Not applicable: This time
350 million yuan 0.00 million yuan No limited company New guarantee limit
Cumulative guarantee status
Cumulative amount of overdue external guarantees (10,000 yuan) 0
Listed companies and their holdings as of the date of this announcement
Total external guarantees provided by subsidiaries (10,000 yuan)
The total amount of external guarantees accounted for the most recent period for listed companies.
0.00
Proportion of audited net assets for the period (%)
□The guarantee amount (including this time) exceeds 50% of the latest audited net assets of the listed company
□The total amount of external guarantees (including this one) exceeds 100% of the listed company’s latest audited net assets
Special risk warning
□The total amount of guarantees for units outside the consolidated statements (including this time) reaches or exceeds 30% of the latest audited net assets
This time, guarantees will be provided to units with asset-liability ratios exceeding 70%.
protect
Other risk warnings None
1. Overview of guarantee situation
(1) Basic information on guarantee
In order to ensure the daily operations and normal development of the wholly-owned subsidiary of Zhejiang Shapuaisi Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company"), and on the premise of ensuring standardized operations and controllable risks, the company plans to provide a guarantee line of no more than RMB 350 million to the wholly-owned subsidiary Shanghai Xiongqi Biotechnology Co., Ltd. (hereinafter referred to as "Xiongqi Biotechnology"). The scope of guarantees includes but is not limited to guarantees incurred in applying for financing business (such as loans, letter of credit issuance, bank acceptance bills, trade financing, letter of guarantee guarantees, derivative transactions such as foreign exchange and commodities, bank asset pool business and other financial guarantee methods) as well as performance guarantees incurred in daily operations. Guarantee methods include general guarantee, joint liability guarantee, mortgage, pledge, etc. The actual guarantee amount shall be subject to the final signed guarantee contract. There is no counter-guarantee for any of the above guarantees.
The validity period of the above guarantee amount is 12 months from the date of review and approval by the company's shareholders' meeting. The specific guarantee period shall be subject to the guarantee agreement signed at the time of actual occurrence. Within the scope of the above authorized quota, the company and its subsidiaries will handle specific guarantee matters based on the needs of actual operating conditions. The quota can be recycled and will not be submitted to the board of directors or shareholders' meeting for review and internal decision-making procedures.
(2) Internal decision-making procedures
On March 17, 2026, the company held the 12th meeting of the sixth board of directors, and reviewed and approved the "Proposal on Requesting the Shareholders' Meeting to Authorize the Provision of Guarantees for Wholly-Owned Subsidiaries", with 9 votes in favor, 0 votes against, and 0 abstentions. This guarantee matter still needs to be submitted to the company's shareholders' meeting for review.
(3) Basic information on guarantee estimates
Guaranteed amount
As of
Baofang takes the lead this time
Guarantee currently
The listed company has recently added guarantees. Is the guarantee in advance? Is the guarantee guaranteed? The guaranteed party holds a guarantee.
Quota for the first period The most recent effective relationship has the balance of shares of the opposing party and the insured party
Assets (10,000 Net assets Period (year) Guarantee Guarantee example (%) (10,000
Debt (yuan) to output ratio
Yuan)
Rate (%) (%)
1. For wholly-owned subsidiaries
The asset-liability ratio of the secured party exceeds 70%
Xiongqi
Company 100 1079 0 35,000 22.02 1 No No
biology
Note: (1) The latest asset-liability ratio of the above-mentioned secured party is as of September 30, 2025;
(2) The ratio of the guarantee limit to the listed company’s latest net assets refers to the ratio of the guarantee limit to the company’s latest audited net assets.
That is the data on December 31, 2024.
2. Basic information of the guaranteed person
(1) Basic situation
Type of guaranteed person Legal person
Name of the guaranteed party Shanghai Xiongqi Biotechnology Co., Ltd.
Type of guaranteed party and listed company
Wholly owned subsidiary
Company shareholding status
Major shareholders and shareholding ratio Zhejiang Shapuaisi Pharmaceutical Co., Ltd. holds 100% of its shares
Legal representative Huang Mingxiong
Unified social credit code 91310113MAD93K034N
Date of establishment 2023-12-22
Registration address: 1st Floor, Building 1, No. 58 Dijie Road, Baoshan District, Shanghai
Registered capital 10 million yuan
Company type Limited liability company (a sole proprietorship of a legal person invested or controlled by a natural person)
General projects: technical services, technology development, technical consultation, technology exchange, technology transfer, technology promotion; health consulting services (excluding diagnosis and treatment services); business management; information consulting services (excluding licensing information consulting services); conference and exhibition services; daily necessities sales; cosmetics retail; personal hygiene products sales; office supplies sales; disinfectant sales (excluding hazardous chemicals); plastic product sales; edible agricultural products retail; food sales (business scope only)
Sales of prepackaged food); sales of health food (prepackaged); sales of Class I medical devices; sales of Class II medical devices. (Except for projects that require approval according to law, business activities can be carried out independently with a business license and in accordance with the law) Licensed projects: Category III medical device operations; Internet sales of food. (Projects that require approval according to law can only be carried out with the approval of relevant departments. Specific business projects shall be subject to the approval documents or licenses of relevant departments) September 30, 2025
Project December 31, 2024/January-September 2025 (not yet
/2024 (audited)
audited)
Main financial indicators (10,000 yuan)
Total assets 32.69 56.72
Total liabilities 352.62 312.79
Net assets -319.93 -256.07
Operating income 0 0
Net profit -63.87 -256.07
(2) The guaranteed person’s breach of trust
The above-mentioned guaranteed persons are not persons subject to execution for breach of trust.
3. Main contents of the guarantee agreement
The above guarantee amount is based on the current estimate of the company's business conditions. The specific guarantee amount, guarantee method, guarantee period and signing time shall be subject to the actual signed contract.
4. Necessity and Reasonability of Guarantee
The company provides guarantees for its wholly-owned subsidiaries with the purpose of improving the company's overall financing efficiency and meeting the capital needs of the company's various business segments for daily operations, investments, mergers and acquisitions, and other special matters. The production and operation of the company and its holding subsidiaries are stable, and no overdue guarantees have occurred. The company has stable control over Xiongqi Biotech and can fully understand its credit status, contract performance capabilities, decision-making, investment and financing and other major matters. The guarantee risks are controllable and will not harm the interests of the company and shareholders, nor will it adversely affect the company's normal operations and business development.
5. Opinions of the Board of Directors
The company held the 12th meeting of the sixth board of directors on March 17, 2026, and reviewed and approved the "Proposal on Requesting the Shareholders' Meeting to Authorize the Provision of Guarantees for Wholly-Owned Subsidiaries." The company's board of directors agreed to submit the proposal to the company's shareholders' meeting for review, and requested the shareholders' meeting to authorize the company's operating management to decide on specific guarantee matters and sign various legal documents and contracts related to specific guarantees. The aforementioned authorization is valid for 12 months from the date of review and approval by the company's shareholders' meeting.
6. Cumulative number of external guarantees and number of overdue guarantees
As of the disclosure date of this announcement, the total amount of external guarantees provided by the company and its controlled subsidiaries is RMB 0.00 million (including the unused limit within the approved guarantee limit and the actual balance of the guarantee), accounting for 0.00% of the company's latest audited net assets; the actual external guarantee balance of the company and its controlled subsidiaries is RMB 0.00 Ten thousand yuan, accounting for 0.00% of the company's latest audited net assets; the company has not provided guarantees to the controlling shareholders, actual controllers and their related parties, and there are no overdue guarantees.
Announcement is hereby made.
Board of Directors of Zhejiang Shapuaisi Pharmaceutical Co., Ltd.
March 18, 2026