Securities code: 688223 securities abbreviation: Jingke energy Announcement No.: 2022-006 Jingke Energy Co., Ltd
Announcement on the change of implementation location and implementation subject of some raised investment projects
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
The first meeting of the 17th board of directors (hereinafter referred to as the "meeting of the board of supervisors on the implementation of the project of raising shares") was held on February 16, 2022, It is agreed to adjust the implementation location of the raised investment project "construction project of annual output of 7.5GW high-efficiency battery and 5GW high-efficiency battery module" and the implementation subject and location of the raised investment project "construction project of Haining R & D center".
The independent directors of the company have expressed unanimous independent opinions on the proposal, and the company's recommendation agency China Securities Co.Ltd(601066) (hereinafter referred to as "recommendation agency") has issued clearly agreed verification opinions on this matter.
1、 Basic information of raised funds
According to the reply on Approving the registration of initial public offering of shares of Jingke Energy Co., Ltd. (zjxk [2021] No. 4127) issued by the China Securities Regulatory Commission, Jingke Energy Co., Ltd. (hereinafter referred to as the "company") issued 200000 ordinary shares (with a par value of RMB 1 per share) to the public for the first time, The issuance price is 5.00 yuan / share, and the total amount of funds raised from the stock issuance is 1 000000000.00 yuan. After deducting the relevant issuance expenses of 277148301.89 yuan, the net amount of funds raised is 9722851698.11 yuan, and the capital verification report (tjy [2022] No. 28) is issued by Tianjian certified public Accountants (special general partnership). In order to standardize the management of the company's raised funds and protect the rights and interests of investors, the company has set up relevant special accounts for raised funds to store and earmark the raised funds. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on January 25, 2022 Announcement on the listing of Jingke Energy Co., Ltd. on the science and innovation board for initial public offering of shares.
2、 Investment projects with raised funds
According to the investment projects of raised funds and the use plan of raised funds disclosed in the company's prospectus for initial public offering and listing on the science and innovation board, the use plan of raised funds is as follows:
No. project name total project investment proposed to use raised funds (10000 yuan) amount (10000 yuan)
1 construction project of 7.5GW high-efficiency battery and 5GW high-efficiency 562257.98 400000.00 battery components per year
2. Construction project of Haining R & D center 74978.81 50000.00
3. Supplementary working capital 150000.00 150000.00
Total 787236.79 600000.00
3、 Basic information of the implementation location and subject of this change
In order to meet the actual development needs of the raised investment project and ensure the implementation progress of the raised investment project, at the same time, due to the adjustment of the government's land planning, the company plans to change the implementation location and subject of the investment project with raised funds from the initial public offering, as follows:
(I) partial adjustment of project implementation location:
S / n item name before and after change
1. Annual output of 7.5GW high-efficiency battery and 5GW high-efficiency battery module construction project in Haining City, Zhejiang Province [note] Huazhen and Jianshan New Area
2 Haining R & D center construction project Yuanshan new area, Jianhua Town, Haining City, Zhejiang Province
[note]: the planned implementation location of the construction project of 7.5GW high-efficiency battery and 5GW high-efficiency battery components per year is: the implementation location of the construction project of 7.5GW high-efficiency battery is Jianshan new area, Haining City, Zhejiang Province, and the implementation location of the construction project of 5GW high-efficiency battery components is Yuanhua Town, Haining City, Zhejiang Province. The change of the implementation location of the raised investment project only involves 5GW high-efficiency battery components. After the change of the project implementation location, the implementation locations of 7.5GW high-efficiency battery construction project and 5GW high-efficiency battery components construction project are Jianshan new area, Haining City, Zhejiang Province.
(II) adjustment of project implementation subject:
S / n item name before and after change
1. Construction project of Haining R & D center Zhejiang Jingke energy youjingke energy (Haining) Co., Ltd
4、 Basic information of the implementation subject after the change of some raised investment projects
Subject name: Jingke energy (Haining) Co., Ltd
Unified social credit code 91330481ma2b8ybc50
Subject name: Jingke energy (Haining) Co., Ltd
Date of establishment: December 15, 2017
Business term: December 15, 2017 to December 14, 2067
The registered capital is 357 million yuan
Registered address: No. 89, LianHong Road, Yuanhua Town, Haining City, Jiaxing City, Zhejiang Province (self declaration)
Legal representative: Li Xiande
Enterprise type: other limited liability companies
General projects: research and development of emerging energy technologies; Photovoltaic equipment and components
manufacture; Sales of photovoltaic equipment and components; High performance fiber and composite
Material manufacturing; Non ferrous alloy manufacturing; Synthetic material manufacturing (not applicable)
Business scope (including hazardous chemicals); Research and development of special electronic materials; Electronic special materials
Material manufacturing; Battery manufacturing; Engineering and technical research and test development;
Import and export of goods (except for items subject to approval according to law, with business license)
Carry out business activities independently according to law).
The relationship with the company is the holding subsidiary of the company
5、 Reasons for changing the implementation location and subject of some raised investment projects this time
The purpose of changing the implementation location and subject of some raised investment projects of the company is to meet the long-term land planning of the local government for regional industries, optimize the allocation of land resources and improve the comprehensive utilization efficiency of space resources in combination with the actual production, operation and R & D needs of the company. The above changes generally do not change the investment direction and project construction content of the raised funds, will not have a substantive impact on the raised investment projects, and meet the needs of the company's operation and development. 6、 The impact of this change on the company of the implementation location and implementation subject of some raised investment projects
This change of the company is a decision made according to the actual situation of the raised investment project. It has not changed the purpose and implementation mode of the raised funds, and there is no situation of changing the investment direction of the raised funds in a disguised form and damaging the interests of the company and all shareholders, which will not have an adverse impact on the operation and financial status of the company, Comply with relevant provisions such as the guidelines for the application of self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation, the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange and the management system of raised funds of Jingke Energy Co., Ltd. The risks faced by the raised investment projects remain the same as those indicated in the prospectus of Jingke Energy Co., Ltd. for initial public offering and listing on the science and innovation board. The company has no new risks and uncertainties, and the risks are controllable, which is conducive to the company to give full play to the benefits of raised funds in time and maximize the interests of the company and the majority of investors.
7、 Review procedures performed by the company
On February 16, 2022, the 17th meeting of the first board of directors and the 7th Meeting of the first board of supervisors deliberated and approved the proposal on changing the implementation location and implementation subject of some raised investment projects, and agreed to adjust the implementation location of the raised investment project "construction project of annual output of 7.5GW high-efficiency battery and 5GW high-efficiency battery module" Adjust the implementation subject and location of the raised investment project "Haining R & D center construction project". The independent directors of the company expressed clear consent to the above matters.
8、 Description of special opinions
(I) opinions of independent directors
The independent directors believe that the adjustment of the implementation location of the raised investment project "7.5GW high-efficiency battery and 5GW high-efficiency battery module construction project" and the adjustment of the implementation subject and implementation location of the raised investment project "Haining R & D center construction project" are necessary adjustments based on the actual needs and resource allocation requirements of the company, It does not belong to the material change of the raised investment project or the disguised change of the purpose of the raised funds, which will not damage the interests of the company and shareholders.
In conclusion, the independent directors agree to the company's adjustment of the implementation location and subject of some raised investment projects.
(II) opinions of the board of supervisors
The board of supervisors believes that the adjustment of the implementation location of the raised investment project "construction project of 7.5GW high-efficiency battery and 5GW high-efficiency battery components per year" and the adjustment of the implementation subject and implementation location of the raised investment project "construction project of Haining R & D center" are necessary adjustments based on the actual needs and resource allocation requirements of the company, It does not belong to the material change of the raised investment project or the disguised change of the purpose of the raised funds, which will not damage the interests of the company and shareholders. In conclusion, the board of supervisors agreed to the company's adjustment of the implementation location and subject of some raised investment projects.
(III) verification opinions of the recommendation institution
After verification, the sponsor believes that the change of the implementation subject and place of some raised investment projects of Jingke energy this time is a prudent decision made by the company according to the objective actual situation, does not change the purpose and implementation mode of the raised funds, does not change the investment direction of the raised funds in a disguised manner and damage the interests of the company and all shareholders, and will not affect the company's operation Adverse impact on financial condition.
The change of the implementation subject of some raised investment projects has been deliberated and approved by the board of directors and the board of supervisors of the company, with the exception of relevant provisions such as the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds of listed companies and the guidelines for the self-discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation.
In conclusion, the sponsor agrees to the above-mentioned changes in the implementation location and subject of some raised investment projects of Jingke Energy Co., Ltd.
9、 Online announcement document
(I) independent opinions of independent directors on relevant matters of the 17th meeting of the first board of directors of the company; (II) China Securities Co.Ltd(601066) verification opinions on the change of implementation location and implementation subject of some raised investment projects of Jingke Energy Co., Ltd.
It is hereby announced.
Board of directors of Jingke Energy Co., Ltd. February 17, 2022
