Securities code: 002187 securities abbreviation: Guangzhou Grandbuy Co.Ltd(002187) Announcement No.: 2022-005 Guangzhou Grandbuy Co.Ltd(002187)
Announcement on signing the tripartite supervision agreement for raised funds
The contents of the company’s announcement, the statements of the directors and the senior supervisors are not accurate or misleading, or the contents of the announcement and the senior supervisors are not true.
Guangzhou Grandbuy Co.Ltd(002187) (hereinafter referred to as “the company”) received the reply on approving Guangzhou Grandbuy Co.Ltd(002187) issuing shares to purchase assets and raise supporting funds (zjxk [2021] No. 863) issued by China Securities Regulatory Commission (hereinafter referred to as “the CSRC”) on March 22, 2021, which approved the company to issue shares to raise supporting funds of no more than 700 million yuan. The company issued 86419753 ordinary shares in RMB to specific objects by means of non-public issuance of shares, with a par value of 1 yuan per share. The total amount of funds raised was 69999999.30 yuan. After deducting 81528.07 yuan of issuance expenses excluding tax (i.e. issuance registration fee), the actual net amount of funds raised was 699918471.23 yuan. All the above raised funds were in place on February 10, 2022. Zhongshen Zhonghuan Certified Public Accountants (special general partnership) conducted verification and issued Zhonghuan Yanzi (2022) No. 0510007 capital verification report. The signing of the tripartite supervision agreement for raised funds is hereby announced as follows:
1、 Signing of tripartite supervision agreement for raised funds and opening of special account for raised funds
In order to standardize the use and management of raised funds and protect the legitimate rights and interests of investors, in accordance with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the company’s management system for raised funds, Upon deliberation and approval of the 37th meeting of the 6th board of directors, the company has set up special accounts for raised funds in China Minsheng Banking Corp.Ltd(600016) Guangzhou Branch and China Merchants Bank Co.Ltd(600036) Guangzhou high tech sub branch, and authorized the management to handle matters such as signing the tripartite supervision agreement for raised funds. The opening and storage of the special account for raised funds are as follows:
Initial deposit amount of account number of deposit bank (yuan)
China Minsheng Banking Corp.Ltd(600016) Guangzhou Branch 686009982 600000000.00
China Merchants Bank Co.Ltd(600036) Guangzhou Gaoxin sub branch 02090022310118 9999999.30
Note: the initial deposit amount of the above special account includes the unpaid share issuance registration fee.
Recently, the company signed the tripartite supervision agreement on raised funds with Ping An Securities Co., Ltd., Guotai Junan Securities Co.Ltd(601211) and the opening bank of the special account for raised funds.
2、 Main contents of the tripartite supervision agreement on raised funds
Hereinafter, Party A is the company, Party B is the Bank of deposit, and Party C is Ping An Securities Co., Ltd. and Guotai Junan Securities Co.Ltd(601211) .
1. The special account for raised funds is only used for the storage and use of the funds raised by Party A for issuing shares and paying cash to purchase assets, and shall not be used for other purposes.
2. Party A and Party B shall jointly abide by the bill law of the people’s Republic of China, the measures for payment and settlement, the measures for the administration of RMB bank settlement accounts and other laws, regulations and rules.
3. As the financial advisor of Party A, Party C shall appoint the sponsor or other staff to supervise the use of the raised funds of Party A in accordance with relevant regulations. Party C shall perform its supervision duties in accordance with the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the raised funds management system formulated by Party A, and may exercise its supervision power by means of on-site investigation and written inquiry. Party A and Party B shall cooperate with Party C’s investigation and inquiry. Party C shall conduct on-site inspection on the storage and use of Party A’s raised funds every six months.
4. Party A authorizes the sponsor designated by Party C to inquire and copy the information of Party A’s special account at any time; Party B shall timely, accurately and completely provide it with the required information about the special account.
When the sponsor inquires about the special account of Party A from Party B, it shall issue its own legal identity certificate; Other staff designated by Party C shall issue their own legal identity certificate and letter of introduction when inquiring about the special account of Party A from Party B.
5. Party B shall issue a statement of account to Party A on a monthly basis (before the 15th of each month) and send a copy to Party C. Party B shall ensure that the statement is true, accurate and complete.
6. If Party A withdraws more than 50 million yuan or 20% of the net raised funds from the special account at one time or within 12 months, Party B shall timely notify Party C by email and provide the expenditure list of the special account.
7. Party C has the right to change the designated sponsor according to relevant regulations. If Party C changes the sponsor, it shall notify Party B in writing of relevant supporting documents and the contact information of the changed sponsor in writing. The replacement of the sponsor shall not affect the validity of this agreement.
8. If Party B fails to issue a statement of account to Party C in time for three consecutive times or notify Party C of the large withdrawal of the special account, and fails to cooperate with Party C in investigating the special account, Party A or Party C may require Party A to unilaterally terminate this Agreement and cancel the special account for raised funds.
9. This Agreement shall come into force from the date when the legal representatives or authorized representatives of Party A, Party B and Party C sign and affix the official seals of their respective units, and shall become invalid from the date when all the funds in the special account are spent and the account is cancelled according to law. Party C’s obligations shall be relieved until the end of the continuous supervision period, i.e. December 31, 2022.
It is hereby announced.
Guangzhou Grandbuy Co.Ltd(002187) board of directors February 16, 2022
