/Announcement on the progress of the company’s expected external guarantees in 2025
NEWS

Announcement on the progress of the company’s expected external guarantees in 2025

Shanghai Stock Exchange
2025/12/11

Securities code: 603717 Securities abbreviation: Tianyu Biotechnology Announcement number: 2025-113

Tianyu Biotechnology Co., Ltd.

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

Yichang Tianyu Agriculture and Animal Husbandry Co., Ltd. (hereinafter referred to as the name of the guaranteed party)

"Yichang Tianyu")

The guarantee amount is RMB 10 million

Guarantee object

The actual guarantee balance provided for it was RMB 38.1544 million

Is it within the pre-expected amount? Yes □No □Not applicable: _________Is there a counter-guarantee for this guarantee? □Yes No □Not applicable: _________

 Cumulative guarantee status

Cumulative amount of overdue external guarantees (10,000 yuan)/As of the date of this announcement, listed companies and their controlling subsidiaries

The company’s total external guarantees (10,000 yuan) 104,917.79 (actual guarantee balance, excluding this time)

Total external guarantees accounted for the most recent period of listed companies

202.26 Proportion of audited net assets (%)

□The total amount of external guarantees exceeds 50% of the listed company’s latest audited net assets

The total amount of external guarantees exceeds 100% of the listed company’s latest audited net assets

Special risk warning (please check if applicable)

□The total amount of guarantees for units outside the consolidated statement reaches or exceeds 30% of the latest audited net assets

This time, guarantees will be provided to units with an asset-liability ratio exceeding 70%

1. Overview of guarantee situation

(1) Basic information on guarantee

The credit line originally applied by Yichang Tianyu, the company's third-level subsidiary, to Hubei Zhijiang Rural Commercial Bank Co., Ltd. (hereinafter referred to as "Zhijiang Rural Commercial Bank") has expired. Now, in order to meet the needs of business development, Yichang Tianyu plans to continue to apply for 1,000.00 from Zhijiang Rural Commercial Bank. The credit line is RMB 10,000, with a credit period of three years. The company and its first-level subsidiary Tiangan Food Co., Ltd. (hereinafter referred to as "Tiangan Food") will provide a joint liability guarantee for it. The guarantee amount is RMB 10 million. The guarantee period will be three years from the day after the expiration of the loan term under the contract or the expiration of the loan extension. Recently, the company and Tiangan Food respectively signed the "Maximum Guarantee Contract" with Zhijiang Rural Commercial Bank.

(2) Internal decision-making procedures

The company held the 38th meeting of the company's fourth board of directors and the 2024 annual shareholders' meeting on April 15 and May 6, 2025 respectively. The meeting reviewed and approved the "Proposal on the Company's External Guarantee Estimates for 2025" and agreed that the company and its holding subsidiaries would provide guarantees of no more than 12.70 for other subsidiaries with asset-liability ratios below 70%. billion, the company and its holding subsidiaries will provide no more than 3.565 billion yuan of guarantees for other subsidiaries with asset-liability ratios of more than 70%; the company will provide no more than 220 million yuan of guarantees for joint-stock companies with asset-liability ratios of less than 70%. The guarantee period starts from the date of review and approval by the 2024 annual shareholders' meeting and ends on the date of the 2025 annual shareholders' meeting. Guarantee business includes: guarantees provided by the company to its holding subsidiaries; guarantees between holding subsidiaries; guarantees provided by the company in equal proportions to its shareholding subsidiaries, limited to the shareholding ratio; third-party guarantee institutions provide guarantees for subordinate subsidiaries or the company's related businesses, and the company or its subordinate subsidiaries provide counter-guarantees to third-party guarantee institutions. For details, please refer to the "Announcement on the Company's Expected External Guarantees for 2025" and the "Announcement on the Resolution of the 2024 Annual Shareholders Meeting" published by the company on the official website of the Shanghai Stock Exchange and designated information disclosure media on April 16 and May 7, 2025 (announcement numbers: 2025-030, 2025-040).

2. Basic information of the guaranteed person

(1) Basic situation

Legal person

Guaranteed person type

□Other______________ (please specify)

Name of the guaranteed party Yichang Tianyu Agriculture and Animal Husbandry Co., Ltd.

□Wholly owned subsidiary

Type of guaranteed party and listed company Holding subsidiaries

Shareholding status of the company □Share-joining companies

□Other______________ (please specify)

Major shareholders and shareholding ratios of Hubei Tiantu Food Technology Co., Ltd., a secondary subsidiary of the company

100.00%

Legal representative Jin Fei

Unified social credit code 91420583MA7M4CW75P

Date of establishment: March 23, 2022

Registered place: No. 13, Group 1, Zhouchang Village, Xiannu Town, Zhijiang City, Yichang City, Hubei Province

Registered capital RMB 50 million

Company Type Limited Liability Company

Licensed items: livestock breeding, breeding livestock and poultry operations, road cargo transportation (excluding dangerous goods). (Projects that require approval according to law can only be carried out after approval by relevant departments. Specific business projects are subject to approval documents or licenses from relevant departments.) General projects: livestock sales, livestock and poultry acquisition, business scope: retail of edible agricultural products, food sales (only sales of pre-packaged food), agricultural machinery services, agricultural machinery sales, agricultural machinery leasing, technical services, technology development, technical consultation, technology exchanges, technology transfer, technology promotion. (Except for licensed businesses, you can independently operate projects that are not prohibited or restricted by laws and regulations in accordance with the law)

September 30, 2025/December 31, 2024/Project January-September 2025 2024

(Unaudited) (Audited)

Total assets 14,359.54 12,317.28Main financial indicators (10,000 yuan)

Total liabilities 11,493.96 8,868.04Net assets 2,865.58 3,449.24Operating income 8,766.08 19,648.41Net profit -583.66 3,912.98

3. Main contents of the maximum guarantee contract

Guarantor: Tianyu Biotechnology Co., Ltd., Tianqian Food Co., Ltd.

Creditor: Hubei Zhijiang Rural Commercial Bank Co., Ltd.

  1. Guarantee method: joint liability guarantee

  2. Guaranteed amount: no more than RMB 10 million

  3. Guarantee scope: all debt principal, interest, penalty interest, compound interest, liquidated damages, compensation, expenses for realizing creditor's rights and all other payable expenses (including but not limited to attorney fees and litigation fees) under the main contract.

  4. Guarantee period: three years from the day after the loan term under the independent contract expires or the loan is extended.

4. Necessity and Reasonability of Guarantee

This guarantee is mainly to meet the business development and production and operation needs of the holding subsidiary, is conducive to the sustainable development of the holding subsidiary, and is in line with the company's overall interests and development strategy. The objects of this guarantee are the holding subsidiaries within the scope of the company's consolidated statements. The company has control over its operation, management, finance and other aspects. The overall guarantee risk is controllable, and there will be no harm to the interests of the company and small and medium-sized shareholders.

5. Opinions of the Board of Directors

The company held the 38th meeting of the company's fourth board of directors and the 2024 annual shareholders' meeting on April 15 and May 6, 2025 respectively. The meeting reviewed and approved the "Proposal on the Company's 2025 External Guarantee Estimation". The newly added guarantee amount is within the expected total amount and does not need to be submitted again to the board of directors or shareholders' meeting for review.

6. Cumulative number of external guarantees and number of overdue guarantees

As of the date of this announcement, the cumulative amount of actual external guarantees provided by the company and its holding subsidiaries totaled RMB 1,049.1779 million, accounting for 202.26% of the company's latest audited net assets. Among them, the total balance of guarantees provided by the company and its holding subsidiaries to subsidiaries within the scope of the consolidated statements is 1,033.3029 million yuan, accounting for 199.20% of the company's latest audited net assets; the guarantee balance provided by the company and its holding subsidiaries to companies outside the scope of the consolidated statements is 15.875 million yuan, accounting for 3.06% of the company's latest audited net assets. The company has no overdue guarantees.

Announcement is hereby made.

Board of Directors of Tianyu Biotechnology Co., Ltd.

December 11, 2025