China Securities Co.Ltd(601066)
About Jingke Energy Co., Ltd
Verification opinions on the change of implementation location and implementation subject of some raised investment projects
China Securities Co.Ltd(601066) (hereinafter referred to as the “sponsor”) is the sponsor of Jingke Energy Co., Ltd. (hereinafter referred to as “Jingke energy” and “the company”) for initial public offering and listing on the science and innovation board, According to the measures for the administration of securities issuance and listing recommendation business, the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange, the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation), the guidelines for the self-discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, and In accordance with the provisions of relevant laws, regulations and normative documents 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 (revised in 2022), we have carefully verified the changes of some raised investment projects and some raised investment projects of Jingke energy. The specific verification and verification opinions are as follows:
1、 Basic information of raised funds
With the approval of China Securities Regulatory Commission on the registration of Jingke Energy Co., Ltd. in its initial public offering (zjxk [2021] No. 4127), Jingke energy issued 200000 ordinary shares (with a par value of RMB 1 per share) to the public for the first time at a price of RMB 5.00/share, The total amount of funds raised from stock issuance is RMB 1000000000.00. After deducting the relevant issuance expenses of RMB 277148301.89, the net amount of funds raised is RMB 9722851698.11. The above raised funds have been verified by Tianjian Certified Public Accountants (special general partnership) and issued the capital verification report (Tianjian Yan [2022] No. 28). 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 Listing announcement of Jingke energy’s initial public offering of shares on the scientific innovation board.
2、 Investment projects with raised funds
According to the prospectus of Jingke Energy Co., Ltd. on initial public offering and listing on the science and innovation board, the use plan of the company’s raised funds from initial public offering is as follows:
No. project name total investment of the project (10000 yuan of the raised funds to be used) amount (10000 yuan)
1. Construction project of 7.5GW high-efficiency battery and 5GW high-efficiency electricity 562257.98 400000.00 pool 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、 The implementation location and implementation subject of some raised investment projects are changed this time
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 the raised funds from the initial public offering. The details are as follows:
(I) change 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 Yuanhua, Haining City, Zhejiang Province Jianshan battery module construction project [note] town and Jianshan new area, Haining City, Zhejiang Province
2 Haining R & D center construction project Yuanhua, Haining City, Zhejiang Province Jianshan town new area, 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) change of project implementation subject
Before item name change
1. Construction project of Haining R & D center Zhejiang Jingke Energy Co., Ltd. Jingke energy (Haining) Co., Ltd
In addition to the above changes, there are no other changes in the investment project of the raised funds. After the implementation place and subject of some raised investment projects are changed, the company will go through relevant procedures such as project filing in accordance with relevant laws and regulations. 4、 The basic information of the implementation subject of the raised investment project is changed
The basic information of the implementation subject of the raised investment project is as follows:
Company name: Jingke energy (Haining) Co., Ltd
3301ma248bc50 unified social credit code
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; Manufacturing of photovoltaic equipment and components; Sales of photovoltaic equipment and components; Manufacturing of high performance fiber and composite materials; Non ferrous alloy manufacturing; Manufacturing of synthetic materials (excluding hazardous chemicals); Business scope of electronic special materials research and development; Manufacturing of special electronic materials; Battery manufacturing; Engineering and technical research and test development; Import and export of goods (except for items subject to approval according to law, carry out business activities independently according to law with business license).
(the business premises of the branch are located at 58-1 Yuanxi Road, Yuanhua Town, Haining City and 199 Xinyue Road, huangwan Town, Haining City (self declaration))
The relationship with the company is the holding subsidiary of the company
5、 Specific reasons for the change of implementation location and implementation subject of the raised investment project
The change of the implementation location and subject of some raised investment projects of the company is to meet the land planning of the local government for regional industries, optimize the allocation of land resources, improve the comprehensive utilization efficiency of space and meet the needs of the company’s business development 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, and will not have a substantive impact on the raised investment projects.
6、 The impact of the change of implementation location and implementation subject of the raised investment project on the company
This change of the company is a prudent decision made according to the actual situation of the raised investment project, 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 have an adverse impact on the operation and financial status of the company, Comply with the relevant provisions of the Listing Rules of Shanghai Stock Exchange Kechuang board, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022), the guidelines for the self-discipline supervision of listed companies on Shanghai Stock Exchange Kechuang board No. 1 – standardized operation, 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 company held the 17th meeting of the first board of directors and the 7th Meeting of the first board of supervisors, deliberated and adopted the proposal on changing the implementation location and implementation subject of some raised investment projects, and intended 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 components” Adjust the implementation subject and location of the raised investment project “Haining R & D center construction project”. At the same time, the independent directors of the company expressed their independent opinions with explicit consent.
8、 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. The independent directors have also expressed their independent opinions with explicit consent and fulfilled the necessary legal procedures, It complies with the relevant provisions of the CSRC, 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 (revised in 2022) 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.
(no text below)
(there is no text on this page, which is the signature and seal page of 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.) sponsor representative:
Chen Chang, Zhang Shiju
China Securities Co.Ltd(601066) mm / DD / yy
