Zhongtian Guofu Securities Co., Ltd
About Luoyang Jalon Micro-Nano New Materials Co.Ltd(688357)
Issuance of A-Shares to specific objects through summary procedures in 2021
Issuance recommendation
Sponsor (lead underwriter)
January, 2002
Statement
In accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), and the administrative measures for the registration of securities issuance of companies listed on the science and Innovation Board (Trial) (hereinafter referred to as the “administrative measures for registration”) Q & A on issuance supervision – regulatory requirements on guiding and regulating the financing behavior of listed companies (Revised Version), review rules for securities issuance and listing of companies listed on the science and Innovation Board of Shanghai Stock Exchange (hereinafter referred to as “listing review rules”) Relevant laws such as the detailed rules for the implementation of securities issuance and underwriting of companies listed on the science and Innovation Board of Shanghai Stock Exchange (hereinafter referred to as the “detailed rules”) and the examination questions and answers for securities issuance and listing of companies listed on the science and Innovation Board of Shanghai Stock Exchange (hereinafter referred to as the “examination questions and answers”) Regulations and relevant regulations of China Securities Regulatory Commission (hereinafter referred to as “CSRC”) and Shanghai Stock Exchange (hereinafter referred to as “Shanghai Stock Exchange”), be honest, trustworthy, diligent and responsible, issue this issuance recommendation letter in strict accordance with the business rules, industry practice norms and moral standards formulated in accordance with the law, and ensure the authenticity of this issuance recommendation letter Accuracy and completeness.
Unless otherwise specified, the relevant terms in this issuance recommendation letter are consistent with the meaning in the prospectus for the issuance of A-share shares to specific objects in Luoyang Jalon Micro-Nano New Materials Co.Ltd(688357) 2021 through simple procedures.
catalogue
Declare that 2 catalog Section 1 basic information of this securities issuance 5 I. The sponsor of this securities issuance 5 II. The issuer’s securities issuance type of this recommendation 6 III. basic information of the issuer recommended this time 6 IV. description of the relationship between the sponsor and the issuer 11 v. internal audit procedures and core opinions of the recommendation institution Section 2 commitments of the sponsor 15 section III recommendation on this securities issuance 16 I. recommendation conclusion 16 II. Explanation that the issuer has fulfilled the decision-making procedures stipulated by the company law, the securities law and the CSRC in respect of this securities issuance III. explanation that the securities issuance complies with the relevant provisions of the company law 17 IV. explanation that the securities issuance complies with the relevant provisions of the securities law 17 v. explanation that the securities issuance complies with the relevant provisions of the registration management measures Vi. explanation that the securities issuance complies with the relevant provisions of the implementation rules 23 VII. Explanation that the securities issuance complies with the relevant provisions of the examination questions and answers VIII. Explanation that the securities issuance complies with the relevant provisions of the Listing Rules of shares on the science and Innovation Board IX. explanation on the compliance of this securities issuance with the relevant summary procedure provisions of the review rules for listing on the science and Innovation Board
…… 25 X. explanation that this securities issuance complies with the relevant provisions of the Q & A on issuance supervision – regulatory requirements on guiding and regulating the financing behavior of listed companies (Revised Version) 27 Xi. Verification opinions on the rationality of dilution of immediate return, measures to fill in immediate return and commitments of relevant commitment subjects 28 XII. Special verification opinions on the issuer’s behavior of employing a third party in this securities issuance in accordance with the opinions on strengthening the risk prevention and control of honest practitioners such as securities companies engaging a third party in investment banking business 29 XIII. Risk factors 29 XIV. Brief analysis of the development prospect of the issuer 35 special power of attorney of sponsor representative thirty-eight
Section 1 basic information of this securities issuance
1、 Sponsor of this securities issuance
(I) name of recommendation institution
Zhongtian Guofu Securities Co., Ltd. (hereinafter referred to as “Zhongtian Guofu securities” or “the sponsor”). (II) recommendation representatives and their practice of recommendation business
Zhongtian Guofu securities authorizes Li Gang and Shi Shuai as the sponsor representatives of Luoyang Jalon Micro-Nano New Materials Co.Ltd(688357) (hereinafter referred to as “the issuer” or “the company”) to issue A-Shares to specific objects in a simple procedure.
Li Gang, sponsor representative, certified public accountant, lawyer, master’s degree, more than 20 years of securities experience, has presided over or participated in the initial public offering of Luoyang Jalon Micro-Nano New Materials Co.Ltd(688357) (sh.688357) and listing on the science and innovation board, Danhua Chemical Technology Co.Ltd(600844) (sh.600844) non-public offering of shares, Bestsun Energy Co.Ltd(600681) (sh.600681) major asset restructuring, Chuzhou Tongchuang non-public offering of green corporate bonds and other projects. Mr. Li Gang strictly abides by the measures for the administration of securities issuance and listing recommendation business and other relevant provisions in the practice of recommendation business, and has a good practice record.
Shi Shuai, sponsor representative, master’s degree, more than five years of securities experience, has participated in Tongce Consulting’s IPO and listing, Wandai clothing’s IPO and listing, Zhongtian Financial Group Company Limited(000540) (SZ. 000540) major asset restructuring, Chuzhou Tongchuang’s non-public issuance of green corporate bonds and other projects. During the practice of recommendation business, Mr. Shi Shuai strictly abides by the measures for the administration of securities issuance and listing recommendation business and other relevant provisions, and has a good practice record.
(III) Project Co sponsors and other project team members
Zhongtian Guofu securities designated Wang Chen as Luoyang Jalon Micro-Nano New Materials Co.Ltd(688357) the project coordinator of issuing A-share shares to specific objects through simple procedures, and designated Li Yingxue, Ji Yu and Zhang Longji as members of the project team.
Wang Chen, with a bachelor’s degree and more than 10 years of securities experience, has presided over or participated in the initial public offering of Kangqi shares (SZ. 300061) and listing on the gem, Hongrun Construction Group Co.Ltd(002062) (SZ. 002062) corporate bonds and non-public shares, non-public shares of Guanfu shares (SZ. 002102), major asset restructuring of Lijiang tourism (SZ. 002033) Shanghai Bairun Investment Holding Group Co.Ltd(002568) (SZ. 002568) major asset restructuring and other projects, with a good practice record. Li Yingxue, with a master’s degree and more than three years of securities experience, has participated in Luoyang Jalon Micro-Nano New Materials Co.Ltd(688357) (sh.688357) initial public offering and listing on the science and innovation board, Tongce consulting initial public offering and listing, Wandai clothing initial public offering and listing and other projects, and has a good practice record.
Ji Yu, with a master’s degree, has participated in Wofu Bairui’s initial public offering and listing on the gem, Tianyuan environmental protection’s initial public offering and listing and other projects with a good practice record.
Zhang Longji, with a master’s degree, has participated in Wofu Bairui’s initial public offering and listing on the gem, Tianyuan environmental protection’s initial public offering and listing and other projects with a good practice record. 2、 The issuer’s securities issuance type of this recommendation
Listed companies on the science and innovation board issue RMB common shares (A shares) to specific objects through simple procedures. 3、 Basic information of the issuer recommended this time
(I) overview of the issuer
Company name Luoyang Jalon Micro-Nano New Materials Co.Ltd(688357)
Place of listing: Shanghai Stock Exchange
Securities abbreviation Luoyang Jalon Micro-Nano New Materials Co.Ltd(688357)
Securities code: 688357
Unified social credit code 914103007065418963
The registered capital is 57.82 million yuan
Date of establishment: July 27, 1998
Address: industrial cluster area of Yanshi City (Junmin Road, industrial zone)
Board Secretary Li Yidan
Postal Code: 471900
Tel: 0379-67758531
Contact Fax 0379-67759617
Company website: www.jalon.com cn.
Production and sales of adsorption materials; Production and sales of catalytic materials; Sales of industrial sodium chloride; Retail of chemical products (excluding dangerous chemicals); Operate the export business of products and technologies produced within the business scope of the enterprise and the import business of mechanical equipment, spare parts, raw and auxiliary materials and technologies required by the enterprise (except for goods and technologies limited or prohibited by the state).
Note: in December 2021, the company assigned 173846 restricted shares to the incentive objects, and the total share capital was changed to 57993846 shares. The industrial and commercial registration of the change in share capital has not been completed.
(II) share capital structure of the issuer
According to the register of shareholders provided by China Securities Depository and Clearing Co., Ltd., as of December 31, 2021, the share capital structure of the issuer is as follows:
Share type, quantity (share) proportion
Restricted tradable shares (or non tradable shares) 24350000 41.99%
Non tradable shares 33643846 58.01%
Total share capital 57993846 100.00%
(III) top ten shareholders of the issuer
According to the register of shareholders provided by China Securities Depository and Clearing Co., Ltd., as of December 31, 2021, the shareholding of the top ten shareholders of the issuer is as follows:
Serial number shareholder name number of shares (shares) shareholding ratio
1 Li Jianbo 14350000 24.74%
2 Shenzhen shenyunlong Investment Development Co., Ltd. 5000000 8.62%
3 li Xiaohong 4000000 6.90%
4 Henan CSI Kaiyuan venture capital fund (limited partnership) 2916585 5.03%
5 Shanghai woyan venture capital partnership (limited partnership) 2250000 3.88%
6 China Construction Bank Corporation(601939) – bocom Schroeder 1316249 2.27% alpha core hybrid securities investment fund
7 Industrial And Commercial Bank Of China Limited(601398) – bocom Schroeder 1267577 2.19% advantageous industries flexibly allocate hybrid securities investment funds
8 Guo Nenhong 1000000 1.72%
9 Minquan County Chuang Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) Investment Fund (limited partnership) 829619 1.43%
10 Anyang Purun high tech Industry Investment Fund (limited partnership of 829619 1.43%)
Serial number shareholder name number of shares (shares) shareholding ratio
Total 33759649 58.21%
1. Changes in financing, cash distribution and net assets of the issuer since listing
Unit: 10000 yuan
Net assets at the end of the initial period (excluding minority shareholders’ equity) 26500.97
(as of June 30, 2019) (10000 yuan)
Issuing time net amount raised by issuing category previous fund-raising (10000 yuan) 56991.80 in November 2019
Accumulated after starting
