About Shengyi Electronics Co.Ltd(688183)
Verification opinions on the listing and circulation of some restricted shares in the initial public offering
Dongguan Securities Co., Ltd. (hereinafter referred to as “Dongguan securities” and “sponsor”) is a sponsor of Shengyi Electronics Co.Ltd(688183) (hereinafter referred to as “company”) for initial public offering and listing on the science and innovation board, In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance and listing recommendation business, the Listing Rules of Shanghai Stock Exchange on the science and innovation board and the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation), the listing and circulation of some restricted shares in the initial public offering of Shengyi Electronics Co.Ltd(688183) has been carefully verified, The verification and opinions are as follows:
1、 Types of restricted shares traded in this listing
According to the reply on Approving the registration of Shengyi Electronics Co.Ltd(688183) initial public offering issued by China Securities Regulatory Commission on January 5, 2021 (zjxk [2021] No. 7), the application for registration of the company’s initial public offering was approved. The company issued 166364000 ordinary shares in RMB for the first time and was listed on the science and Innovation Board of Shanghai Stock Exchange on February 25, 2021. After the completion of the company’s initial public offering, the total share capital is 831821175 shares, including 110004789 tradable shares with unlimited sales conditions and 721816386 tradable shares with limited sales conditions.
The restricted shares listed and circulated this time are part of the restricted shares and strategic placement shares issued by the company in the initial public offering, involving 12 shareholders of restricted shares, with a total of 186893280 shares corresponding to restricted shares, accounting for 22.47% of the total share capital of the company. Among them, 44918280 strategic placement shares, accounting for 5.40% of the total share capital of the company; In addition to the strategic placement shares, the number of restricted shares circulating in this listing is 141975000, accounting for 17.07% of the total share capital of the company. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on February 19, 2021 Announcement on the results of Shengyi Electronics Co.Ltd(688183) initial public offering and listing on the science and innovation board.
A total of 186893280 shares have been lifted and applied for listing and circulation this time. The sales restriction period is 12 months from the date of listing of the company’s shares. Now the sales restriction period is about to expire and will be listed and circulated from February 25, 2022.
2、 Changes in the number of the company’s share capital since the formation of the restricted shares listed and circulated this time. The restricted shares listed and circulated this time belong to the restricted shares of initial public offering and strategic placement shares. Since the formation of the restricted shares of the company’s initial public offering, the company has not changed the number of share capital due to profit distribution and conversion of accumulation fund.
3、 Relevant commitments of restricted shares circulating in this listing
According to the prospectus of Shengyi Electronics Co.Ltd(688183) initial public offering and listing on the Kechuang board and the announcement of Shengyi Electronics Co.Ltd(688183) initial public offering and listing on the Kechuang board, the commitments of the shareholders applying for lifting the restrictions on the sale of shares on the listing and circulation of the restricted shares held by them are as follows:
(I) Dongguan Guohong Investment Co., Ltd., a shareholder holding more than 5% of the company, promises:
1. Within 12 months from the date when the company’s shares are listed and traded on the stock exchange, the company will not transfer or entrust others to manage the shares held by the company before the initial public offering of the company, nor will the company repurchase such shares; 2. The company voluntarily cooperates with the explicit requirements of China’s securities regulatory authorities and is automatically bound by its adjusted lock-in period; 3. In case of violation of relevant commitments, the income obtained belongs to the company, and the company will pay the above income to the account designated by the company within 5 days of obtaining the income; If losses are caused to the company or other investors due to the failure to fulfill relevant public commitments, the company will be liable for compensation to the company or other investors according to law.
(II) the shareholders of the company, Xinyu Chaoyi Investment Management Center (limited partnership), Xinyu Tengyi Investment Management Center (limited partnership), Xinyu Yixin Investment Management Center (limited partnership) and Xinyu Lianyi Investment Management Center (limited partnership), undertake:
1. Within 12 months from the date when the company’s shares are listed and traded on the stock exchange, the partnership will not transfer or entrust others to manage the shares directly or indirectly held by the partnership before the initial public offering of the company, nor will the company repurchase such shares; 2. The partnership voluntarily cooperates with the explicit requirements of China’s securities regulatory authorities and is automatically bound by its adjusted lock-in period; 3. In case of violation of relevant commitments and the income obtained belongs to the company, the partnership will pay the above income to the account designated by the company within 5 days of obtaining the income; If losses are caused to the company or other investors due to the failure to fulfill relevant public commitments, the partnership will be liable for compensation to the company or other investors according to law.
In addition to the above commitments, the restricted shareholders and strategic placing shareholders applying for listing and circulation have no other special commitments on listing and circulation.
As of the date of issuance of this verification opinion, the shareholders of restricted shares applying for listing and circulation have strictly fulfilled the corresponding commitments, and there is no situation that the failure of relevant commitments affects the listing and circulation of restricted shares.
4、 Restricted shares circulating in this listing
(I) the total number of restricted shares in circulation this time is 186893280.
1. The number of strategic placement shares listed and circulated this time is 44918280 shares, the restricted period is 12 months, and the number of listed and circulated shares is all the strategic placement shares in the restricted period.
2. In addition to the strategic placement shares, the number of restricted shares circulating in this listing is 141975000.
(II) the listing and circulation date is February 25, 2022.
(III) listing and circulation list of restricted shares:
Number (shares) of shareholders holding limited sale shares in the secondary listing and circulation of limited sale shares (shares) in the total number (shares) of the company (shares)
1 Guangdong Guangxin Holding Group Co., Ltd. 13170860 1.58% 13170860 0
2 Dongguan technology innovation finance group Co., Ltd. 8404110 1.01% 8404110 company
3 Weihua Electronics Co., Ltd. 9343310 1.12% 9343310 0
4. China State owned enterprise structural adjustment fund shares 4000000 0.48% 4000000 shares Co., Ltd
5 China Insurance Investment Fund (limited to 4000000 0.48% partners)
6 Shandong railway development fund Co., Ltd. 2000000 0.24%
7 Shenzhen tefa Investment Co., Ltd. 4000000 0.48%
8 Dongguan Guohong Investment Co., Ltd. 64628000 7.77% 64628000 0
9 Xinyu Chaoyi Investment Management Center (limited partnership)
10 Xinyu Tengyi Investment Management Center (limited partnership)
11 Xinyu Yixin Investment Management Center (limited partnership)
12 Xinyu Lianyi Investment Management Center (limited partnership)
Total 186893280 22.47% 186893280 0
Note: the discrepancy between the total number and the mantissa of each itemized value is caused by rounding.
(IV) listing and circulation of restricted shares:
Serial No. type of restricted shares number of shares in circulation (shares) restricted period (month)
1 initial restricted shares 141975000 12
2 strategic placement shares 44918280 12
Total 186893280-
5、 Verification opinions of intermediary institutions
After verification, the recommendation institution believes that:
As of the date of issuance of this verification opinion, Shengyi Electronics Co.Ltd(688183) restricted share holders have strictly fulfilled their commitments made in the company’s initial public offering.
The listing and circulation of restricted shares complies with the requirements of relevant laws, regulations and normative documents such as the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation) and the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange; The number of restricted shares lifted and the listing and circulation time of the restricted shares comply with relevant laws, administrative regulations, departmental rules, relevant rules and shareholders’ commitments.
As of the date of issuance of this verification opinion, Shengyi Electronics Co.Ltd(688183) the information disclosure related to the restricted shares is true, accurate and complete, and the sponsor agrees that Shengyi Electronics Co.Ltd(688183) the restricted shares are listed and circulated.
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(there is no text on this page, which is the signature page of the verification opinions of Dongguan Securities Co., Ltd. on the listing and circulation of some restricted shares in Shengyi Electronics Co.Ltd(688183) initial public offering) sponsor representative:
Wang Hui, Yao Genfa
Dongguan Securities Co., Ltd