603132: summary of prospectus for initial public offering of Jinhui shares

Jinhui Mining Co., Ltd

JINHUI MINING CO., LTD.

(Liulin Town, Hui County, Longnan City, Gansu Province)

Summary of IPO prospectus sponsor (lead underwriter)

21 / F, Lanzhou wealth center, No. 638, Donggang West Road, Chengguan District, Lanzhou City, Gansu Province

Co lead underwriter

North block of excellence Times Square (phase II), No. 8, Zhongxin Third Road, Futian District, Shenzhen, Guangdong Province

Issuer statement

The purpose of the summary of this prospectus is only to provide the public with a brief information about this offering, and does not include all parts of the full text of the prospectus. The full text of the prospectus is also published in http://www.sse.com.cn. Website. Before making a subscription decision, investors should carefully read the full text of the prospectus and take it as the basis for investment decisions.

If investors have any questions about this prospectus and its abstract, they should consult their own stockbrokers, lawyers, accountants or other professional consultants.

The issuer and all directors, supervisors and senior managers promise that there are no false records, misleading statements or major omissions in the prospectus and its abstract, and bear individual and joint legal liabilities for the authenticity, accuracy and completeness of the prospectus and its abstract.

The person in charge of the company, the person in charge of accounting and the person in charge of the accounting agency shall ensure that the financial and accounting materials in the prospectus and its abstract are true and complete.

The sponsor promises to compensate the investors for the losses caused to the investors due to the false records, misleading statements or major omissions in the documents prepared and issued for the issuer's initial public offering.

Any decision or opinion made by the CSRC and other government departments on this issuance does not indicate that it makes a substantive judgment or guarantee on the value of the issuer's shares or the income of investors. Any statement to the contrary is a false statement.

Section I tips on major issues

The company reminds investors to carefully read the "section IV Risk Factors" of the prospectus and pay special attention to the following risk factors: I. The risk of non-ferrous metal price fluctuation

The issuer's main products are zinc concentrate and lead concentrate (including silver), which are used for smelting non-ferrous metals such as zinc, lead and silver. The sales price of the company's products is closely fixed on the price of non-ferrous metals such as lead, zinc and silver published by Shanghai non ferrous metals network. Lead, zinc and silver are bulk non-ferrous metals. Their prices are open and transparent, widely used, involving many industries and long industrial chain. The market price may fluctuate greatly due to many factors such as economic cycle, supply and demand, mining conditions and capital investment. From 2019 to the end of 2021, the monthly average maximum and minimum price of smm1 # zinc ingot are 24700 yuan and 15300 yuan per ton respectively, the monthly average maximum and minimum price of smm1 # lead ingot are 18000 yuan and 14000 yuan per ton respectively, and the monthly average maximum and minimum price of smm1 # Silver are 6071.50 yuan and 3506.70 yuan per kilogram respectively, with large fluctuations. If the market prices of lead, zinc and silver fluctuate sharply, the sales price of the company's products will fluctuate sharply, which will affect the company's operating performance. The company has the risk of non-ferrous metal price fluctuation. 2、 Risk of large gap between mining plan and actual results

According to the resource exploration, the company has formulated a scientific mine development plan and a detailed mining operation plan, so as to maximize the exploitation and utilization of resource reserves in the most economical way. Due to the complexity of geological structure, there are uneven distribution of underground resources and large gap in resource grade in different mining areas. Limited by exploration technology, the mining operation plan formulated according to the exploration situation may have a large gap with the actual mining results, so that the final mining results cannot reach the predetermined goal, which will have an adverse impact on the company's business performance. 3、 Risk of difference between the exploration and verification results of resource reserves and the actual situation

The company entrusted a professional and qualified third-party organization to explore and verify the reserves of mineral resources, and reviewed and filed the reserves in the natural resources management department. However, due to the complexity of geological structure and the influence of exploration technology and business experience, there may be great differences between the verification results of resource reserves and the actual reserves and recoverable amount, which may have an adverse impact on the company's business and operating performance.

Section II overview of this offering

Stock type: RMB ordinary shares (A shares)

The par value of each share is RMB 1.00

The number of shares issued and the number of shares issued this time accounting for the total share capital after issuance shall not exceed 98 million shares, and the proportion of shares in the total share capital after issuance shall not be less than 10%. The proportion of this issuance is all public issuance of new shares, and the original shareholders of the issuer will not publicly offer shares in this issuance.

Issue price: 10.80 yuan

The price earnings ratio of the issuance is 22.98 times, and the earnings per share is calculated by dividing the audited net profit before and after deducting non recurring profits and losses in the previous fiscal year by the total share capital after the issuance.

The net asset per share before the issuance is 2.54 yuan, which is calculated by dividing the audited owner's equity attributable to the parent company in the previous fiscal year by the total share capital before the issuance.

The net asset per share after the issuance is 2.29 yuan, which is calculated by dividing the sum of the audited owner's equity attributable to the parent company and the net funds raised in this issuance by the total share capital after this issuance.

The issue price to book ratio is 4.72 times, which is determined by dividing the issue price per share by the net assets per share after issuance.

The issuance method adopts the combination of offline inquiry and placement to investors and online pricing issuance to social public investors, or other issuance methods approved by the securities regulatory authorities.

Issuing objects: qualified inquiry objects, domestic natural persons, legal persons and other investors who open accounts in Shanghai Stock Exchange (except buyers prohibited by national laws and regulations) or other issuing objects in accordance with laws and regulations.

Underwriting method: balance underwriting or other methods approved by the regulatory authority.

The total amount of funds raised is expected to be 1058.4 million yuan

It is estimated that the net amount of raised funds is 95618300 yuan

Recommendation and underwriting expenses: 63.504 million yuan

Audit and capital verification cost 23 million yuan

Issuance fee and lawyer fee: 10 million yuan

The cost of information disclosure for this issuance is 4.9057 million yuan

The service charge for issuance and listing is RMB 802000

The total issuance cost is 102.2117 million yuan

Note: all the issuance expenses are excluding value-added tax.

Section III basic information of the issuer

1、 Basic information of the issuer

Company name: Jinhui Mining Co., Ltd

English Name: Jinhui mining Co.Ltd

The registered capital is 880 million yuan

Legal representative: Liu Yong

Date of establishment: March 16, 2011

Address: Liulin Town, Hui County, Longnan City, Gansu Province

Postal Code: 742312

Tel: 0939-7545988

Fax No.: 0939-7545996

Internet address http://www.jinhuiky.com./

E-mail [email protected].

2、 Establishment, restructuring and reorganization of the issuer (I) establishment method

The issuer is a joint stock limited company established by Gansu Jinhui Mining Co., Ltd. in accordance with the law. According to the audit report issued by Tianjian Certified Public Accountants (special general partnership) Shenzhen Branch on November 20, 2020 (Tianjian Shenshen (2020) No. 1231), based on the audited net assets of Jinhui Co., Ltd. of 1721614281.24 yuan as of October 31, 2020, the share capital of Jinhui Mining Co., Ltd. is 880 million shares, with a par value of 1.00 yuan per share, The total registered capital is 880 million yuan, and the rest is included in the capital reserve. On December 17, 2020, Tianjian verified the above capital contribution and issued the capital verification report (tianjianyan [2020] No. 3-145). On December 22, 2020, the company obtained the business license issued by Gansu Provincial Bureau of market supervision, with the name of Jinhui Mining Co., Ltd. and the registered capital of 88 million yuan. The type of company is limited by shares (joint venture between Taiwan, Hong Kong and Macao and domestic, unlisted). (II) initiator

The sponsors and their shareholding when the issuer changes the establishment of a joint stock limited company as a whole are as follows:

No. shareholder name shareholding quantity (10000 shares) shareholding ratio

1 Gansu Yate Investment Group Co., Ltd. 49500.00 56.25%

20000.73% Ming International Holdings Limited

3 Gansu green mineral investment and Development Fund (limited partnership) 6160.00 7.00%

No. shareholder name shareholding quantity (10000 shares) shareholding ratio

4 Huixian AoYa Industrial Co., Ltd. 5416.00 6.15%

5 Hainan Jiaheng Baili Investment Center (limited partnership) 2640.00 3.00%

6 Hainan Shengxing Investment Center (limited partnership) 2640.00 3.00%

7 China (Hainan) reform and Development Research Institute Co., Ltd. 1144.00 1.30%

8 Li Xiong 500.00 0.57%

Total 88000.00 100.00%

3、 Share locking arrangements and share capital (I) related to the issuance

Before this offering, the total share capital of the company was 880 million shares. The number of shares issued this time shall not exceed 98 million, and the proportion of shares in the total share capital after issuance shall not be less than 10%.

Please refer to "v. circulation restrictions and voluntary locking commitments of shares held by shareholders before this offering" in the "tips on major matters" of the prospectus for the circulation restrictions and voluntary locking commitments of shares held by shareholders before this offering. (II) share capital before and after the issuance

The changes of the issuer's share capital before and after this offering are shown in the following table (calculated based on 98 million new shares issued this time):

Pre issuance and post issuance

No. shareholder name

Number of shares held (10000 shares) shareholding ratio number of shares held (10000 shares) shareholding ratio

1. Investment 49500.00 56.25% 49500.00 50.61%

two

- Advertisment -