Securities code: 301193 securities abbreviation: Jialian technology Announcement No.: 2022-015 Ningbo Jialian Technology Co., Ltd
Announcement on changing the implementation location of some raised investment projects
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Ningbo Jialian Technology Co., Ltd. (hereinafter referred to as “the company” or “Jialian technology”) held the second interim board meeting and the fifth meeting of the second board of supervisors in 2022 on January 27, 2022, and deliberated and adopted the proposal on changing the implementation location of some raised investment projects, The company is approved to change the implementation location of the “R & D center construction project of biodegradable materials and products”. The change of implementation location will not change the purpose and implementation method of the raised funds, and will not have an adverse impact on the normal production, operation and business development of the company. According to the relevant provisions of Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies, this matter is within the authority of the board of directors and does not need to be submitted to the general meeting of shareholders for deliberation. The relevant information is hereby announced as follows:
1、 Basic information of raised funds
With the reply on Approving the registration of initial public offering of Ningbo Jialian Technology Co., Ltd. (zjxk [2021] No. 3103) issued by China Securities Regulatory Commission and the consent of Shenzhen Stock Exchange, the company issued 30000000.00 ordinary shares (A shares) in RMB for the first time, with a par value of 1.00 yuan per share and an issue price of 30.73 yuan, The total amount of raised funds is 921900000.00 yuan, after deducting 93730018.80 yuan of relevant issuance expenses (excluding tax), the actual net amount of raised funds is 828169981.20 yuan. The above raised funds have been verified by Tianzhi International Certified Public Accountants (special general partnership), and the capital verification report No. [2021] 44951 was issued on December 6, 2021. The company has managed the raised funds in a special account and signed the tripartite supervision agreement on raised funds with the sponsor and the commercial bank storing the raised funds.
2、 Basic information of investment projects with raised funds
According to the company’s prospectus for initial public offering and listing on GEM, the company’s initial public offering
The investment projects of the funds raised by issuing shares are as follows:
No. project name total investment amount of the project proposed to use raised funds (10000 yuan) investment amount (10000 yuan)
1. Construction project of R & D Center for biodegradable materials and products 10023.00 10023.00
2. Made of biodegradable material products and high-end plastics in Shupu plant 26604.00 26604.00
Product production line construction project
3. Supplementary working capital 10000.00 10000.00
Total 46627.00
3、 The situation and reasons for changing the implementation location of some raised investment projects this time
Implementation place before project name change and implementation place after project name change
The R & D center of biodegradable materials and products is built in zh13-02-02-2 plot, Shupu Zhenhai District, Zhenhai District, Ningbo City, Zhejiang Province, and the project is located at No. 296, Xingpu Road, Zhenhai town
According to the company’s prospectus for initial public offering and listing on the gem, the raised investment project is “born”
The original planned implementation location of the “R & D center construction project of biodegradable materials and products” was Ningbo City (town), Zhejiang (2020)
The state-owned construction land (HAI) immovable property right No. 0037094 is located in Shupu Town, Zhenhai District, Ningbo City
296 Pu Road, with a land area of 76345 square meters. Considering the long-term development and future strategic layout of the company,
In order to ensure the reasonable planning of the implementation site of the raised investment project and the smooth implementation of the overall scheme, and in the spirit of optimizing production
According to the principle of layout, improving space utilization and reserving sufficient land space for subsequent development, the company
According to the actual situation of the camp, the implementation location of the project has been appropriately adjusted, and the raised investment project “biodegradable materials”
And products R & D center construction project is implemented at 296 Xingpu Road, Shupu Town, Zhenhai District, Ningbo City, Zhejiang Province
No. “is changed to” zh13-02-02-2 plot, Zhenhai District “.
The main reason for the change of the implementation location of some raised investment projects is: the company and Ning on January 13, 2022
The natural resources and Planning Bureau of Bo City signed the contract for the transfer of the right to use state-owned construction land, and the company used its own capital
Jin purchased the plot of land with the parcel number of zh13-02-02-2, Zhenhai District, Ningbo Petrochemical Development Zone
The company will pay the land transfer fee and handle the land use right certificate according to the contract. In order to fully implement the “R & D center construction project of biodegradable materials and products”, meet the land demand for the implementation of the raised investment project and ensure the implementation effect of the raised investment project, the company decided to implement the change of the implementation location of the raised investment project in combination with the strategic development plan.
As of the disclosure date of this announcement, the “R & D center construction project of biodegradable materials and products” has not been put into operation. The change of implementation location will not affect the implementation of the “R & D center construction project of biodegradable materials and products”, nor change the purpose and investment direction of the raised funds of the raised investment project. The total investment of the raised investment project, the amount of raised funds The implementation mode has not changed.
4、 The impact of changing the implementation location of some raised investment projects on the company
The change of the implementation location of some of the company’s investment projects with raised funds is a prudent decision made by the company according to the actual situation of the project implementation. It does not involve the change of the purpose, implementation subject and implementation mode of the raised funds, which meets the needs of the company’s long-term development and will not have a significant adverse impact on the company’s normal operation. At present, there is no investment in the raised investment project. The company will start the construction of the raised investment project as soon as possible after completing the change of implementation location, and try its best to reduce the adverse impact on the construction of the raised investment project due to the change of implementation location.
There is no change or disguised change in the investment direction of the raised funds or other circumstances damaging the interests of shareholders in the above changes. Relevant decision-making procedures comply with relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange (revised in 2020), the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock exchange No. 2 – standardized operation of GEM listed companies, etc Relevant provisions of regulations and normative documents.
5、 Review of changing the implementation location of some raised investment projects
(I) opinions of the board of directors
The second interim board meeting of 2022 held by the company on January 27, 2022 deliberated and adopted the proposal on changing the implementation location of some raised investment projects, It is agreed that the implementation location of the “construction project of biodegradable materials and products R & D center” in the company’s raised investment project will be changed from “No. 296 Xingpu Road, Shupu Town, Zhenhai District, Ningbo City, Zhejiang Province” to “zh13-02-02-2 plot, Zhenhai District”. The change of implementation location will not affect the implementation of the company’s investment projects with raised funds, nor will it adversely affect the normal production, operation and business development of the company.
(II) opinions of independent directors
After review, the independent directors believe that the change of the implementation location of some of the company’s investment projects with raised funds is a prudent decision made by the company according to the actual situation of the project implementation, does not involve the change of the purpose, construction content and implementation mode of the raised funds, will not affect the normal progress of the investment projects with raised funds, and meets the needs of the company’s long-term development, It will not have a significant adverse impact on the normal operation of the company. The contents and relevant decision-making procedures of this matter comply with relevant laws and regulations, such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the Listing Rules of gem shares of Shenzhen Stock Exchange (revised in 2020), the guidelines for the self regulatory supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, etc The provisions of regulations and normative documents are in line with the interests of the company and all shareholders, especially minority shareholders. The independent directors unanimously agreed to change the implementation location of the raised investment project.
(III) opinions of the board of supervisors
After deliberation, the board of supervisors believes that the change of the implementation location of some of the company’s investment projects with raised funds has not changed the investment direction and project content of the raised funds, will not affect the normal operation of the investment projects with raised funds, meet the business needs of the company, and will not have an adverse impact on the operation of the company. The review procedures for the change of the implementation location of some of the raised funds investment projects comply with the provisions of relevant laws and regulations, and there is no change or disguised change in the purpose of the raised funds and damage to the interests of shareholders. Agree to change the implementation location of some investment projects with raised funds of the company. (IV) verification opinions of the recommendation institution
After verification, the sponsor believes that the matters related to the change of the implementation location of the raised investment project of Jialian technology have been deliberated and approved by the board of directors and the board of supervisors of the company, and all independent directors of the company have issued independent opinions with explicit consent. This matter does not need to be deliberated by the general meeting of shareholders, and the necessary internal approval procedures have been performed. The change of the implementation location of the raised investment project of the company is based on the actual operation and development needs of the company and takes full account of the strategic planning of the company’s long-term development. There is no change in the purpose and implementation method of the raised funds, which will not have a significant adverse impact on the company and harm the interests of shareholders.
In conclusion, the sponsor has no objection to the change of the implementation location of some raised investment projects of Jialian technology.
1. Resolution of the second interim board meeting in 2022;
2. Resolutions of the fifth meeting of the second board of supervisors;
3. Independent opinions of independent directors on matters related to the second interim board meeting of the company in 2022; 4. Verification opinions on changing the implementation location of some raised investment projects of Ningbo Jialian Technology Co., Ltd. issued by China Merchants Securities Co.Ltd(600999) .
It is hereby announced.
Board of directors of Ningbo Jialian Technology Co., Ltd. January 28, 2022
