Xingyuan Environment: Announcement on related parties providing guarantees for subsidiaries and the company and subsidiaries providing counter-guarantees and related transactions
Securities code: 300266 Securities abbreviation: Xingyuan Environment Announcement number: 2026-084
Xingyuan Environmental Technology Co., Ltd.
Announcement on related parties providing guarantees for subsidiaries and the company and subsidiaries providing counter-guarantees and related transactions
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and that there are no false records, misleading statements or major omissions.
Special risk warning:
The total amount of guarantees provided by the company and its holding subsidiaries exceeds 100% of the latest audited net assets, and the amount of guarantees provided to units with asset-liability ratios exceeding 70% exceeds 50% of the latest audited net assets of listed companies. Investors are advised to pay full attention to guarantee risks.
Xingyuan Environmental Technology Co., Ltd. (hereinafter referred to as the "Company") held the 27th meeting of the sixth board of directors on September 4, 2026, and reviewed and approved the "Proposal on Related Parties Providing Guarantees for Subsidiaries and the Company and Subsidiaries Provide Counter Guarantees and Related Transactions" with 11 votes in favor, 0 votes against, and 0 abstentions. The details are as follows:
1. Overview of related party transactions
In order to meet the daily operating capital needs of the company's controlled subsidiary Hangzhou Xingyuan Environmental Protection Equipment Co., Ltd. (hereinafter referred to as "Xingyuan Environmental Protection"), Ningbo Xingfeng Guoye Equity Investment Co., Ltd. (hereinafter referred to as "Xingfeng Guoye") plans to provide joint liability guarantee for the bank loans that Xingyuan Environmental Protection will incur. The scope of the guarantee is that the principal balance does not exceed RMB 110 million and its interest and expenses. In order to protect the rights and interests of the secured party, the company plans to provide a corresponding amount of joint liability guarantee counter-guarantee to Xingfeng Guoye. At the same time, the subsidiaries within the scope of the company's consolidated statements plan to provide a corresponding amount of pledge counter-guarantee to Xingfeng Guoye with the future collection rights of some projects (the balance after deducting the principal and interest payments of project loans). The counter-guarantee limit is valid for 12 months from the date of approval by the shareholders’ meeting. The specific guarantee and counter-guarantee contract periods are determined based on the financing contract period signed between Xingyuan Environmental Protection and financial institutions.
According to the relevant provisions of the "Shenzhen Stock Exchange GEM Stock Listing Rules", Xingfeng Guoye is a related legal person of the company. The above transactions constitute related transactions and do not constitute a major asset restructuring stipulated in the "Administrative Measures for Major Asset Restructuring of Listed Companies" and do not require approval from relevant departments.
This related-party transaction still needs to be approved by the shareholders' meeting, and related parties with interests in the related-party transaction will abstain from voting.
2. Basic information of related parties
- Basic information of related parties
Name: Ningbo Xingfeng Guoye Equity Investment Co., Ltd.
Type: Limited liability company (solely state-owned)
Address: 15th Floor, No. 151, Hetou Road, Jinping Street, Fenghua District, Ningbo City, Zhejiang Province (self-declaration)
Legal representative: Chen Chuchu
Registered capital: RMB 3,000,000,000
Business scope: General projects: Equity investment; (Without approval from financial and other regulatory authorities, you are not allowed to engage in financial services such as deposit taking, financing guarantees, wealth management on behalf of clients, and raising (financing) funds from the public) (Except for projects that require approval in accordance with the law, you can independently carry out business activities with a business license in accordance with the law)
Major shareholder and actual controller: Ningbo Fenghua District State-owned Assets Management Center holds 100% of its shares
- Main financial data of related parties
In 2025, Xingfeng Guoye's operating income was 37.2295 million yuan, and its net profit was 17.3552 million yuan. As of June 30, 2026, Xingfeng Guoye's total assets were 2,618.1231 million yuan, and its net assets were 1,463.0570 million yuan. The above data have not been audited.
- Description of related relationships
Xingfeng Guoye is a legal person that indirectly controls listed companies. According to the "Shenzhen Stock Exchange GEM Stock Listing Rules", Xingfeng Guoye is a related legal person of the company, and its transactions with the company constitute related transactions.
- Xingfeng Guoye is not the person subject to execution for breach of trust.
3. Main contents of related-party transactions
(1) Main contents of guarantee
Guarantor: Ningbo Xingfeng Guoye Equity Investment Co., Ltd.
Guarantee object: Hangzhou Xingyuan Environmental Protection Equipment Co., Ltd.
Guarantee scope: The maximum principal balance shall not exceed RMB 110 million and its interest and fees.
Guarantee method: joint liability guarantee guarantee
Guarantee period: determined according to the financing contract period signed between Xingyuan Environmental Protection and financial institutions
Guarantee fee: 0.5%/year
(2) Main contents of counter-guarantee
Counter guarantor: the company and its subsidiaries
Counter guarantee object: Ningbo Xingfeng Guoye Equity Investment Co., Ltd.
Counter-guarantee scope: limited to the amount of guarantee actually provided by Xingfeng Guoye, as well as all the money repaid by the guarantor on behalf of the company and the company's holding subsidiaries due to the guarantee liability, the creditor's expenses for realizing the creditor's rights, and all the expenses incurred by the guarantor to realize the counter-guarantee right.
Counter-guarantee method: The company provides a corresponding amount of joint liability guarantee counter-guarantee, and at the same time, the subsidiaries within the scope of the company's consolidated statements provide a corresponding amount of pledge counter-guarantee with the future collection rights of some projects (the balance after deducting the principal and interest payments of project loans)
Counter-guarantee period: determined based on the term of the financing contract signed between Xingyuan Environmental Protection and the financial institution and the term of the guarantee contract signed between the guarantor and the financial institution.
4. Pricing basis of related-party transactions and their impact on the company
Based on support for the company's business development and production operations, Xingfeng Guoye follows the principles of fairness, justice and fairness and provides guarantees for the company's controlled subsidiaries; the company and its subsidiaries within the scope of the company's consolidated statements provide counter guarantees for Xingfeng Guoye, which is in line with market practice. The transaction plan follows the principles of voluntariness, fairness and reasonableness, and does not harm the interests of the company and shareholders.
This related transaction will not have a significant impact on the company's financial status, operating results and independence, and the company's main business will not become dependent on related parties because of this related transaction.
- The total amount of various related transactions that have occurred with the related party from the beginning of this year to the date of disclosure. In addition to this related transaction, from the beginning of this year to the date of disclosure, Xingfeng Guoye provided a joint liability guarantee for the company and the company's holding subsidiaries in bank financing of 190 million yuan. The company provided a joint and several liability guarantee for Xingfeng Guoye, and the company's subsidiaries provided Xingfeng Guoye with a counter-guarantee equal to the guaranteed amount in the form of partial asset mortgage or pledge.
6. Cumulative number of external guarantees and number of overdue guarantees
Up to now, the company has reviewed and approved the total amount of external guarantees of RMB 6,854.30 million (repeated guarantees provided by multiple entities for the same credit matter, without double counting), accounting for 10,994.04% of the company's most recent audited net assets; 5,769.42%. Among them, the balance of the guarantee provided for Shanxi Shuitou Yiyuan Water Co., Ltd., a unit outside the scope of the consolidated statements, is 123.975 million yuan, accounting for 198.85% of the company's latest audited net assets. The balance of the counter-guarantee provided for Ningbo Xingfeng Guoye Equity Investment Co., Ltd. is 300.000 million yuan, accounting for 198.85% of the company's latest audited net assets. 481.19%, the counter-guarantee balance provided for Ningbo Xingfeng Investment Holding Group Co., Ltd. is 200 million yuan, accounting for 320.79% of the company's latest audited net assets, and the guarantee balance provided for Ningbo Caifeng Technology Co., Ltd. is 500 million yuan, accounting for 801.98% of the company's latest audited net assets. The rest are guarantees between the parent company and subsidiaries and between subsidiaries within the scope of the company's consolidation. The company and its subsidiaries have no overdue guarantees and no illegal guarantees.
Announcement is hereby made.
Board of Directors of Xingyuan Environmental Technology Co., Ltd.
September 4, 2026