Jiangsu Gian Technology Co.Ltd(300709)
Use of previously raised funds
Assurance Report
Zhongxinghua Certified Public Accountants (special general partnership)
Zhongxinghua certified public accounts LLP address: 20 / F, tower sohob, Lize, No. 20, Lize Road, Fengtai District, Beijing zip code: 100073 Tel: (010) 51423818 Fax: (010) 51423816
Jiangsu Gian Technology Co.Ltd(300709)
Verification report on the use of the previously raised funds
Table of contents page 1. Assurance report on the use of 1-2 funds raised in Jiangsu Gian Technology Co.Ltd(300709) last time
2、 Jiangsu Gian Technology Co.Ltd(300709) special report on the utilization of 1-6 of the previously raised funds
Zhongxinghua Certified Public Accountants (special general partnership) zh o n g Xi n GH u a C Er Ti fi ed Pu B Li C a c o u n TA n TS LLP address: 20 / F, floor 20, Tower B, Lize SOHO, 20 Lize Road, Fengtai District, Beijing, Beijing PR China Tel (t e l): 0 1 0 – 5 1 4 2 3 8 1 8 fax (f a x): 0 1 0 – 5 1 4 2 3 8 1 6 about Jiangsu Gian Technology Co.Ltd(300709)
Previous verification report on the use of raised funds
ZTE Hz (202702) No. 300007 {:
We have reviewed the special report on the use of previously raised funds prepared by the attached Jiangsu Gian Technology Co.Ltd(300709) (hereinafter referred to as ” Jiangsu Gian Technology Co.Ltd(300709) “) as of December 31, 2021. 1、 Responsibilities of the board of directors
Jiangsu Gian Technology Co.Ltd(300709) the responsibility of the board of directors is to provide true, legal and complete relevant materials, prepare the special report on the use of the previously raised funds as of December 31, 2021 in accordance with the provisions on the report on the use of the previously raised funds (Zheng Jian FA FA Zi [2007] No. 500) of the China Securities Regulatory Commission, and ensure that its contents are true, accurate and complete, There are no false records, misleading statements or major omissions. 2、 Responsibilities of Certified Public Accountants
Our responsibility is to express assurance opinions on the above report prepared by Jiangsu Gian Technology Co.Ltd(300709) board of directors based on the implementation of assurance work. We have carried out the assurance business in accordance with the provisions of other assurance business standards for Chinese certified public accountants No. 3101 – assurance business other than audit or review of historical financial information. The code requires us to plan and implement assurance work
Zhongxinghua Certified Public Accountants (special general partnership)
To obtain reasonable assurance on whether there is no material misstatement in the special report on the use of Jiangsu Gian Technology Co.Ltd(300709) previously raised funds.
In the assurance process, we have implemented procedures including understanding, inquiry, inspection, recalculation and other procedures that we deem necessary. We believe that our assurance work provides a reasonable basis for expressing opinions. 3、 Assurance conclusion
We believe that the special report on the use of funds raised last time prepared by the board of directors of Jiangsu Gian Technology Co.Ltd(300709) complies with the provisions on the report on the use of funds raised last time (Zheng Jian FA FA Zi [2007] No. 500) issued by the China Securities Regulatory Commission, It truthfully reflects the use of the previously raised funds of Jiangsu Gian Technology Co.Ltd(300709) as of December 31, 2021 in all major aspects. 4、 Restrictions on the users and purposes of the report
This assurance report is only for Jiangsu Gian Technology Co.Ltd(300709) the purpose of applying to the China Securities Regulatory Commission for issuing convertible corporate bonds to unspecified objects, and shall not be used for any other purpose. We agree to take this assurance report as a necessary document for your company to apply to the China Securities Regulatory Commission for issuing convertible corporate bonds to unspecified objects, and submit it together with other application documents. Zhongxinghua Certified Public Accountants (special general partnership) Chinese certified public accountant:
Beijing, China Certified Public Accountant:
February 16, 2002
Jiangsu Gian Technology Co.Ltd(300709)
Special report on the use of previously raised funds
The company and its directors, supervisors and senior managers guarantee that the contents of the announcement are true, accurate and complete, and are liable for false records, misleading statements or major omissions in the announcement. 1、 The raising of the funds raised in the previous time (I) the amount of the funds raised in the previous time and the arrival time of the funds
The company issued 5.7 million A-share convertible corporate bonds (hereinafter referred to as “convertible bonds”) to unspecified objects on December 3, 2020 upon the approval of the reply of China Securities Regulatory Commission on Approving the registration of Jiangsu Gian Technology Co.Ltd(300709) issuing convertible corporate bonds to unspecified objects (zjxk [2020] No. 2745) and the consent of Shenzhen Stock Exchange, Each has a face value of 100 yuan and a total issuance amount of 570 million yuan. On December 9, 2020, the lead underwriter Zhongtai Securities Co.Ltd(600918) remitted RMB 564556603.77 into the special account for convertible bond raised funds established by the company in Bank Of Nanjing Co.Ltd(601009) Changzhou Branch (Account No.: 1001290000001761) after deducting the underwriting and recommendation expenses (excluding value-added tax) of RMB 5443396.23. After deducting the issuance fee of 5443396.23 yuan from the total amount of raised funds, the actual amount of raised funds received is 564556603.77 yuan, of which the net amount of raised funds is 562366385.78 yuan and the unpaid issuance fee is 2190217.99 yuan.
As of December 9, 2020, all the funds raised by the above issuance of the company have been in place, which has been verified and confirmed by zhongxinghua Certified Public Accountants (special general partnership) with the verification report of “Zhongxing Huayan Zi (2020) No. 02020”. (II) deposit of the previously raised funds in the special account
In order to regulate the management and use of the raised funds and protect the rights and interests of investors, the company, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange on the gem, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem and other laws and regulations, In combination with the actual situation of the company, the management system of Jiangsu Gian Technology Co.Ltd(300709) raised funds (hereinafter referred to as the “management system”) was formulated. The management system was deliberated and adopted by the resolution of the sixth meeting of the first board of directors on March 6, 2016 and voted at the third extraordinary general meeting of shareholders on March 21, 2016. The revised management system was deliberated and adopted at the 23rd Meeting of the second board of directors on September 7, 2020 and the fifth extraordinary general meeting of shareholders on September 23, 2020.
In accordance with the requirements of the company’s special fund-raising management agreement signed by the Bank of Changzhou on December 9, 2020, the company opened a special fund-raising account with the Bank of Changzhou in accordance with the requirements of the company’s special fund-raising management agreement on December 9, 2020.
According to the recommendation agreement signed between the company and Zhongtai Securities Co.Ltd(600918) , the recommendation institution shall conduct on-site inspection on the company regularly or irregularly (regular on-site inspection shall be conducted at least once a year, and special investigation can be conducted if necessary).
As of December 31, 2021, the storage of raised funds is listed as follows:
Monetary unit: RMB
Bank name account number initial deposit amount deadline balance storage method Bank Of Nanjing Co.Ltd(601009) Changzhou Branch 1001290000001761 564556603.77 13572232.27 total demand deposit 564556603.77 13572232.27
2、 Actual use of previously raised funds (I) table of use of previously raised funds
See Annex 1 of this report for the comparison table of the use of the previously raised funds.
(II) changes in the actual investment projects of the previously raised funds
There is no change in the actual investment project in the previous fund-raising of the company. (III) early investment and replacement of investment projects invested by the previously raised funds
In order to seize the market opportunity and ensure the normal implementation of the raised investment project, before the raised funds are in place, the company will raise funds to pay the relevant investment funds through bank loans and self owned funds according to the actual progress of the project. As of December 9, 2020, the company has invested 204695355.91 yuan in advance with self raised funds. On December 28, 2020, the 28th meeting of the second board of directors and the 25th meeting of the second board of supervisors deliberated and adopted the proposal on using raised funds to replace self raised funds for pre invested projects and paid issuance expenses, It is agreed to use the raised funds of 204695355.91 yuan to replace the self raised funds invested in the raised investment projects in advance and the paid issuance expenses. During the reporting period, the company completed the replacement of raised funds. Among them, 203457968.10 yuan has been invested in the raised investment project in advance, and 1237387.81 yuan has been paid for the issuance cost. Zhongxinghua Certified Public Accountants (special general partnership) verified the advance investment of the above-mentioned raised investment projects and issued the special audit report on the replacement of raised funds (zhongxinghua He Zi (2020) No. 020036). (IV) cash management using the previously idle raised funds
At the 28th meeting of the second board of directors held on December 28, 2020, the company deliberated and approved the proposal on cash management using some idle raised funds, and the proposal was deliberated and approved at the first extraordinary general meeting of shareholders in 2021 held on January 13, 2021. It is agreed that the company will use the idle raised funds of no more than 300 million yuan (inclusive) for cash management. The amount can be recycled and rolled within two years from the date of deliberation and approval by the general meeting of shareholders. The investment products include but are not limited to the short-term principal guaranteed financial products with high security, good liquidity, principal guaranteed agreement and less than one year issued by commercial banks and other financial institutions, The investment period of a single financial product shall not exceed 12 months (inclusive), and the relevant resolutions shall be valid within 24 months from the date of deliberation and adoption by the general meeting of shareholders. In response to the above matters, the company’s independent directors and the sponsor have expressed their explicit consent. (V) purpose and destination of the previously raised funds that have not been used
The net amount of the company’s previous raised funds was 562366385.78 yuan. As of December 31, 2021, the company has invested 482898769.01 yuan in the investment projects of raised funds, including 203457968.10 yuan invested in the investment projects of raised funds with its own funds in advance before the replacement of the raised funds After the raised funds are in place, 279440800.91 yuan will be directly invested in the investment project of the raised funds. As of December 31, 2021, the accumulated bank deposit interest income and financial management income in the special account for raised funds, net of handling charges, is RMB 4104615.50, the purchase of Principal Guaranteed bank financial products with idle raised funds is RMB 70000000.00, and the balance of raised funds account is RMB 13572232.27, Of which, the balance of Bank Of Nanjing Co.Ltd(601009) Changzhou Branch 1001290000001761 account as of December 31, 2021 is
13572232.27 yuan. 3、 Economic benefits generated by the investment projects with the previously raised funds (I) comparison table of benefits realized by the investment projects with the previously raised funds
See Annex 2 of this report for the comparison table of the benefits achieved by the investment projects with the previously raised funds. (II) reasons and conditions for the inability to separately calculate the benefits of the investment projects with the previously raised funds
“New automatic production of consumer electronics precision parts”