Securities code: 601615 securities abbreviation: Ming Yang Smart Energy Group Limited(601615) Announcement No.: 2022-012 Ming Yang Smart Energy Group Limited(601615)
Announcement on using some idle raised funds to purchase financial products
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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content note: entrusted wealth management trustee: China Construction Bank Corporation(601939) Zhongshan branch (hereinafter referred to as “China China Construction Bank Corporation(601939) Zhongshan branch”) the amount of entrusted wealth management this time: RMB 60 million. Name of entrusted wealth management product: China China Construction Bank Corporation(601939) Guangdong branch unit RMB customized structured deposit entrusted wealth management period: 38 days. Review procedure for performance: Ming Yang Smart Energy Group Limited(601615) (hereinafter referred to as “the company”) was deliberated and approved at the 25th meeting of the second board of directors and the 21st Meeting of the second board of supervisors. The authorization period is 12 months from the date of deliberation and approval of the board of directors, i.e. September 24, 2021. This matter does not need to be submitted to the general meeting of shareholders for deliberation. For details, please refer to the announcement on using some idle raised funds for cash management (2021-131) disclosed by the company on the designated information disclosure media on September 27, 2021.
1、 Overview of this entrusted financial management
(I) purpose of entrusted financial management
On the premise of ensuring the funds required by the company’s raised investment projects and ensuring the safety of the raised funds, improve the use efficiency and income of the raised funds, and create more investment returns for the company and shareholders.
(II) source of funds
1. Fund source: some idle raised funds.
2. Entrusted financial management with idle raised funds
Approved by the China Securities Regulatory Commission in the reply on approving Ming Yang Smart Energy Group Limited(601615) non-public development shares (zjxk [2020] No. 1516), the company privately issued 413916713 RMB common shares (A shares) to specific investors at an issue price of 14.02 yuan per share. By 2020
As of October 26, the total amount of funds raised in this non-public offering received by the company was 5803112300 yuan. After deducting the issuance expenses of 31.065 million yuan, the net amount of funds raised was 5772047300 yuan.
The availability of the above raised funds has been verified by the capital verification report ztyz (2020) No. 110zc00394 issued by Zhitong Certified Public Accountants (special general partnership).
As of September 15, 2021, the use of the company’s raised funds is as follows:
(1) As of September 15, 2021, the committed investment amount of 10MW offshore floating fan design and R & D project after raising is RMB 615.95 million, the total actual investment is RMB 203100, and RMB 615746900 has not been used, which is due to the fact that some funds of the project have not yet reached the settlement period.
(2) As of September 15, 2021, the promised investment amount of Ming Yang Smart Energy Group Limited(601615) offshore wind power industrial park project of Shanwei offshore engineering base (Lufeng) project after raising is 1499.5141 million yuan, and the total actual investment is 505.9035 million yuan. The unused 993.6106 million yuan is due to the fact that some funds of the project have not yet reached the settlement period.
(3) As of September 15, 2021, the promised investment amount of Beijing Jieyuan Shandong Heze Shan county donggouhe phase I (50MW) wind power project after raising is 70.6553 million yuan, and the total actual investment is 70.6553 million yuan. (4) As of September 15, 2021, the promised investment amount of Pingle Baimi wind farm project after raising is 389.8398 million yuan, and the total actual investment is 389.8398 million yuan.
(5) As of September 15, 2021, the promised investment amount of qilongshan wind power project in Mingyang new county is 328683100 yuan, and the total actual investment is 328683100 yuan.
(6) As of September 15, 2021, Xinxian Hongliu 100MW wind power project has committed an investment amount of 58.13207 million yuan after raising. According to the announcement on equity transfer of wholly-owned subsidiaries and transfer of fixed raising investment projects in 2020 (Announcement No.: 2021-113) disclosed on August 20, 2021, the surplus raised funds of the fixed raising investment project Beijing Jieyuan Qingtongxia Xiakou wind power project are 20.5281 million yuan, which are all used for the fixed raising investment project. After adjustment, the amount of raised funds to be used is 601848800 yuan, The total actual investment is 601848800 yuan.
(7) As of September 15, 2021, the promised investment amount of Beijing Jieyuan Qingtongxia Xiakou wind power project after raising is 583.396 million yuan, and the total actual investment is 562.7815 million yuan, but 20.5281 million yuan has not been used, which is due to the fact that some funds of the project have not yet reached the settlement period. According to the announcement on equity transfer of wholly-owned subsidiaries and transfer of fixed raised investment projects in 2020 (Announcement No.: 2021-113) disclosed on August 20, 2021, the remaining raised funds of the closed raised investment project are all used for the fixed raised investment project Xinxian Hongliu 100MW wind power project.
(8) As of September 15, 2021, the promised investment amount of the mixed tower production base construction project after raising is 397.0491 million yuan, and the total actual investment is 15.2137 million yuan, but 381.8354 million yuan has not been used, which is due to the fact that some funds of the project have not yet reached the settlement period.
(9) As of September 15, 2021, the promised investment amount after repayment of bank loans raised is 1305.7256 million yuan, and the total actual investment is 1305.7256 million yuan.
To sum up, as of September 15, 2021, a total of 3780.8544 million yuan had been invested in the funds raised by non-public offering of shares, and the unused amount was 1991.929 million yuan.
(III) basic information of entrusted financial products
Trustee’s estimated annualized expected income
Product type product name
Stated (10000 yuan) yield (10000 yuan)
China China Construction Bank Corporation(601939)
China Construction Bank financial products Guangdong Branch sheet
60000 (Note 1) 1.6% – 3.58% 99.95-223.63
Bank grade RMB customization
Structured deposit
Whether the reference annualized estimated income is related
Product term income type structured arrangement
Yield (if any) linked transaction
Breakeven floating income
38 days / / no
Beneficial products
Note 1: the entrusted financing amount includes the raised funds under the accounts of the company, its wholly-owned subsidiary Jieyang Mingyang New Energy Technology Co., Ltd. (hereinafter referred to as “Jieyang Mingyang”) and Shanwei Mingyang New Energy Technology Co., Ltd. (hereinafter referred to as “Shanwei Mingyang”), which are RMB 120 million, 120 million and 360 million respectively, The total is 60 million yuan.
(IV) the company’s internal control over risks related to entrusted financial management
1. The company will strictly screen investment objects and select products issued by units with good reputation, large scale, ability to ensure capital safety, good operating efficiency and strong capital operation ability.
2. When purchasing financial products, the company will choose low-risk or principal guaranteed investment products with high safety and good liquidity, and clarify the amount, term, investment variety, rights, obligations and legal liabilities of both parties.
3. The financial center of the company will conduct prior audit and risk assessment, establish an account, track and analyze the change of product net value in time, and take corresponding measures to control investment risk in time if risk factors that may affect the safety of the company’s funds are found.
4. The independent directors and the board of supervisors have the right to supervise and inspect the investment and financial products, and can hire professional institutions to audit when necessary.
5. The company will timely perform the obligation of information disclosure in accordance with the relevant provisions of Shanghai Stock Exchange.
2、 Details of this entrusted financial management
(I) main terms of entrusted financial management contract
Product Name: China China Construction Bank Corporation(601939) Guangdong branch unit RMB customized structured deposit
4420221014 (Shanwei Mingyang), 4420221015 (company), 4420221016 product No
(Jieyang Mingyang) (Note 2)
Product start date: February 21, 2022
Product expiration date: March 31, 2022
Duration: 38 days
Customers’ expected annualized rate of return is 1.6% – 3.58%
Euro / US dollar exchange rate, Bloomberg “bfix” reference index at 3 pm Tokyo time on each Tokyo working day during the observation period
The middle price of euro / US dollar displayed on the page is expressed as the number of US dollars convertible from one euro.
Starting date of observation period (inclusive) to 2 working days (inclusive) before product expiration
Calculate the income according to the customer’s investment principal, the investment days of each investment principal and the actual annualized rate of return; Actual annualized rate of return = 3.58% * N1 / N + 1.6% * N2 / N, 3.58% and 1.6% are annualized rates of return. Where N1 is the number of working days of Tokyo product income statement when the reference index is within the reference range (including the range boundary) during the observation period, N2 is the number of Tokyo working days when the reference index is outside the reference range (excluding the range boundary) during the observation period, and N is the number of Tokyo working days during the observation period, The expected minimum annualized rate of return available to customers is 1.6%, and the expected maximum annualized rate of return is 3.58%. The estimated return is not equal to the actual return. Please refer to the actual rate of return to maturity.
Actual days / 365, the interest period is from the product start date (inclusive) to the product maturity date (exclusive), and the calculation rules of income date
Interest period is not adjusted.
Income payment frequency: one-time payment at maturity
From 18:00 on February 17, 2022 (Beijing time) to 18:00 on February 18, 2022 (Beijing Investment cooling off period time). During the cooling off period, the customer has the right to change the decision, cancel the signed sales documents and get back all the investment funds.
Payment working days and adjustment rules if the due date of the product is during holidays, the due date of the product is not adjusted, and the principal is paid as usual, the income will be postponed in case of holidays in Beijing and New York, and will be advanced to the previous working day at the end of the month.
According to the current tax laws and regulations, China China Construction Bank Corporation(601939) is not responsible for withholding and remitting any tax payable on the income tax from the purchase of this product. If relevant laws, regulations and tax policies stipulate that China China Construction Bank Corporation(601939) should withhold and pay relevant taxes, China China Construction Bank Corporation(601939) has the right to perform the obligation of withholding and paying according to law.
If the product is established, the interest will be calculated and paid at the current interest rate of China China Construction Bank Corporation(601939) brand from the date of receipt of the customer’s funds to the day before the starting date of the product, but the above interest will not be included in the customer’s subscription principal. Others since the product start date (including)
From, the customer’s subscription principal is transferred to the trading account; Since the product maturity date (inclusive), the funds in the product trading account will not be automatically transferred to the current account and no interest will be calculated and paid.
Note 2: This entrusted wealth management purchase unit is divided into three companies: the company, Jieyang Mingyang, a wholly-owned subsidiary of the company, and Shanwei Mingyang. The products subscribed are RMB customized structured deposits of China China Construction Bank Corporation(601939) Guangdong branch. Except for the product number, other contents are the same.
(II) investment direction of entrusted financial management funds
The principal part is included in the unified management of China’s China Construction Bank Corporation(601939) internal funds, and the income part is invested