Securities code: 600477 securities abbreviation: Hangxiao Steel Structure Co.Ltd(600477) No.: 2022-005 Hangxiao Steel Structure Co.Ltd(600477)
With regard to the announcement of signing the tripartite supervision agreement for the storage of raised funds in the special account, the board of directors and all directors of the company guarantee that the contents of this announcement are free from any false records, misleading statements or major omissions, and bear individual and joint liabilities for the authenticity, accuracy and integrity of its contents. 1、 Basic information of raised funds
Approved by the reply on approving Hangxiao Steel Structure Co.Ltd(600477) non-public development shares (zjxk [2021] No. 866) of China Securities Regulatory Commission, Hangxiao Steel Structure Co.Ltd(600477) (hereinafter referred to as “the company” or “the company”) issued 215373741 RMB ordinary shares in a non-public manner, with an issue price of 3.86 yuan per share and a total raised capital of 831342640.26 yuan, After deducting the tax exclusive expenses related to the issuance of RMB 12818308.92, the net amount of funds actually raised was RMB 818524331.34. All the raised funds were received on January 20, 2022. Dahua Certified Public Accountants (special general partnership) verified the availability of the above raised funds and issued the capital verification report on the paid in capital of Hangxiao Steel Structure Co.Ltd(600477) non-public Development Bank‘s RMB common shares (A shares) (Dahua Yan Zi [2022] 000038).
2、 Signing of the tripartite supervision agreement on the storage of raised funds and the opening of the special account for raised funds
In order to regulate the management and use of the company’s raised funds and protect the 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 No. 1 – standardized operation of listed companies of Shanghai Stock Exchange and the provisions of the company’s raised funds management system, recently, The company and the sponsor ( Citic Securities Company Limited(600030) ) signed the tripartite supervision agreement on the storage of special account for raised funds (hereinafter referred to as the tripartite supervision agreement) with Bank Of China Limited(601988) Xiaoshan branch, Industrial And Commercial Bank Of China Limited(601398) Xiaoshan branch, China Everbright Bank Company Limited Co.Ltd(601818) Hangzhou Xiaoshan sub branch and Shanghai Pudong Development Bank Co.Ltd(600000) Hangzhou Xiaoshan sub branch respectively, There is no significant difference between the content of the agreement and the tripartite supervision agreement (model) for the storage of raised funds.
As of January 20, 2022, the opening and fund storage of the special account for the raised funds of the company are as follows:
No. deposit bank account number amount (RMB)
1 Bank Of China Limited(601988) Xiaoshan branch 405246161080 330000000.00
2 Industrial And Commercial Bank Of China Limited(601398) Xiaoshan branch 120209012901197436 150000000.00
3 China Everbright Bank Company Limited Co.Ltd(601818) Hangzhou Xiaoshan 77400188000496422 239005515.48 sub branch
4 Shanghai Pudong Development Bank Co.Ltd(600000) Hangzhou 95070078801300002632 100000000.00 Xiaoshan sub branch
Total 819005515.48
Note: the difference between the amount deposited in the special account for raised funds and the net amount of raised funds is part of the fees related to issuance that should be paid. 3、 Main contents of the tripartite supervision agreement
In the agreement, Party A is the company, Party B is the Bank of deposit, and Party C is the sponsor. The main contents are as follows: 1. Party A has opened a special account for raising funds in Party B (hereinafter referred to as “special account”), which is only used for Party a’s green prefabricated building R & D and innovation, intelligent manufacturing and digital intelligent management demonstration base project, intelligent manufacturing The information management platform project and supplementary working capital, and the storage and use of the raised funds invested in the project shall not be used for other purposes.
2. As of the date of signing this agreement, Party A has not stored the raised funds in the form of deposit certificate. If the raised funds are stored in the form of certificates of deposit, the parties will sign a supplementary agreement to agree on the storage and supervision of the raised funds in the form of certificates of deposit.
3. 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.
4. As the sponsor of Party A, Party C shall appoint a sponsor representative or other staff to supervise the use of the raised funds of Party A in accordance with relevant regulations.
Party C promises to perform the responsibility of recommendation and continuous supervision on the management of Party A’s raised funds in accordance with the administrative measures for the recommendation business of securities issuance and listing, the administrative measures for the raised funds of listed companies of Shanghai Stock Exchange and the raised funds management system formulated by Party A.
Party C may exercise its supervision right 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 check the storage of the special account at the same time when conducting on-site investigation on Party A every half year. 5. Party A authorizes Hu Zhengyuan and Liu Dun, the sponsor representatives 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 representative inquires about the special account of Party A from Party B, he shall issue his 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.
6. Party B shall issue a true, accurate and complete special account statement to Party A on a monthly basis (before [15] of each month) and send a copy to Party C.
7. If Party A withdraws more than 50 million yuan from the special account in one time or within 12 months and reaches 20% of the net amount of the total amount of the raised funds after deducting the issuance expenses (hereinafter referred to as the “net amount of raised funds”), Party A and Party B shall timely notify Party C by fax or email within [5] working days after payment, and provide the expenditure list of the special account.
8. Party C has the right to change the designated sponsor representative in accordance with relevant regulations. If Party C changes the recommendation representative, it shall notify Party B of relevant supporting documents in writing, and notify the contact information of the changed recommendation representative in writing according to the requirements of Article 15 of this agreement. The replacement of the sponsor representative shall not affect the effectiveness of this agreement.
9. If Party B fails to issue a statement to Party A in time for three consecutive times and fails to cooperate with Party C in investigating the special account, Party A may unilaterally terminate this Agreement and cancel the special account for raised funds on its own initiative or at the request of Party C.
10. If Party C finds that Party A and Party B fail to perform this Agreement as agreed, it shall timely report in writing to Shanghai Stock Exchange after knowing the relevant facts.
11. This Agreement shall come into force from the date when the legal representatives (principals) of Party A, Party B and Party C or their authorized representatives sign and affix the official seal or special seal for contract of their respective units, and shall become invalid after all the funds in the special account are spent and the supervision period of Party C ends.
12. If any party to this agreement violates relevant laws and regulations or any provisions under this Agreement and causes losses to other parties, the breaching party shall bear all liabilities arising therefrom and compensate the observant party for all losses and expenses incurred therefrom.
13. Any dispute arising under or in connection with this Agreement shall first be settled through negotiation between the parties to the dispute. If no settlement can be reached through negotiation, the parties to the dispute shall submit it to the Beijing Arbitration Commission in Beijing and make a final award in accordance with its arbitration rules in force at the time of submission to arbitration. The arbitration shall be conducted in Chinese. The arbitration award shall be final and binding on all parties.
4、 Documents for future reference
Tripartite supervision agreement on special account storage of raised funds
It is hereby announced.
Hangxiao Steel Structure Co.Ltd(600477) board of directors
February 18, 2022
