Guosen Securities Co.Ltd(002736)
About Shenzhen H&T Intelligent Control Co.Ltd(002402)
Verification opinions on the deposit and use of raised funds in 2021
According to the requirements of regulations and normative documents such as the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange and the guidelines for the recommendation of listed companies of Shenzhen Stock Exchange, Guosen Securities Co.Ltd(002736) (hereinafter referred to as " Guosen Securities Co.Ltd(002736) " or "sponsor") as the sponsor of Shenzhen H&T Intelligent Control Co.Ltd(002402) (hereinafter referred to as " Shenzhen H&T Intelligent Control Co.Ltd(002402) " or "company") public issuance of convertible corporate bonds, carefully and prudently verified the deposit and use of raised funds in Shenzhen H&T Intelligent Control Co.Ltd(002402) 2021. The details of verification are as follows:
1、 Verification work carried out by the recommendation institution
Guosen Securities Co.Ltd(002736) the sponsor representative inquired about the special account for raised funds through conversation with the company's directors, supervisors, senior managers, internal auditors, certified public accountants and other personnel, and consulted the internal audit report, the special instructions for the annual storage and use of raised funds, the assurance report on the annual use of raised funds by accountants and various business and management rules and regulations, The integrity, rationality and effectiveness of the company's fund-raising system are verified from the aspects of the company's fund-raising management, the purpose of the fund-raising and the information disclosure of the fund-raising.
2、 Basic information of raised funds
(I) the amount of funds actually raised and the time of receipt of funds
With the approval of the reply on approving Shenzhen H&T Intelligent Control Co.Ltd(002402) public issuance of convertible corporate bonds (zjxk [2019] No. 225) issued by the China Securities Regulatory Commission, the company's lead underwriter Guosen Securities Co.Ltd(002736) publicly issued convertible corporate bonds with a total face value of 547 million yuan to the public. The total amount of funds raised is RMB 547 million; After deducting the expenses related to the issuance of RMB 13023085.01, the net amount of funds actually raised is RMB 533976914.99. As of June 11, 2019, all the funds raised by the above issuance of the company have been in place, which has been verified and confirmed by the capital verification report of Dahua Certified Public Accountants (special general partnership) "Dahua Yan Zi [2019] No. 000223".
(II) use amount and current balance of raised funds in the current year
As of December 31, 2021, the company has invested 436.0916 million yuan in the projects with raised funds, including 162.7789 million yuan of raised funds before December 31, 2019; In 2020, 126.3455 million yuan of raised funds were used; In 2021, 146.9672 million yuan of raised funds were used; As of December 31, 2021, the balance of raised funds was 65.1432 million yuan (including interest income and financial management income). 3、 Management of raised funds
(I) management of raised funds
In order to regulate the management and use of raised funds and protect the interests of investors, the company, in accordance with the company law, the securities law, the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds of listed companies (revised in 2022), the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and other laws Regulations and normative documents, combined with the actual situation of the company, formulated the management system of raised funds, and implemented the centralized storage management of special accounts for the raised funds; Provisions are made on the storage, use, approval, change, supervision and disclosure of the use of the raised funds.
In June 2019, the company, Zhejiang Shenzhen H&T Intelligent Control Co.Ltd(002402) Intelligent Technology Co., Ltd., the sponsor Guosen Securities Co.Ltd(002736) and the deposit bank of the special account for raised funds signed the tripartite supervision agreement for raised funds and the quadripartite supervision agreement for raised funds respectively. There was no significant difference between the agreement and the model tripartite supervision agreement. All parties to the agreement performed their relevant responsibilities in accordance with the provisions of the agreement.
(II) storage of raised funds in special account
As of December 31, 2021, the storage of funds raised by the company's public offering of convertible bonds in 2019 is as follows:
Unit: 10000 yuan
Closing balance of deposit at the beginning of the opening bank account
China Minsheng Banking Corp.Ltd(600016) Shenzhen Branch she630924558 6700.00 256.87kou sub branch
China Minsheng Banking Corp.Ltd(600016) Shenzhen Branch she708248323 -- zhikou sub branch
China Minsheng Banking Corp.Ltd(600016) Shenzhen Branch snake 708619402 - 1850.00 mouth sub branch
Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Branch 79190078801300000522 8004.99 48.22 bank Binhai sub branch
Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Branch 7919007680150000160 - 1222.91 bank Binhai sub branch
Closing date balance of initial deposit in bank account of deposit bank
Forehead
Guangdong Development Bank Co., Ltd. Shenzhen high tech sub branch 9550880214772700170 15000.00 3133.28
China Construction Bank Corporation(601939) Shenzhen gaoxinyuan 44250100004800001850 8924.80 0.06 sub branch
Industrial Bank Co.Ltd(601166) Shenzhen Houhai sub branch 338130100108102 15000.00 2.98
Total 53629.79 6514.32
4、 Actual use of raised funds this year
In 2019, the funds raised through public issuance of convertible bonds were used for the "Yangtze River Delta production and operation base construction project", "electronic process automation and big data operation and control platform system project", "smart life big data platform system project" and "R & D and industrialization of a new generation of intelligent controller for smart household appliances". As of December 31, 2021, The accumulated use of the raised funds is 436.0916 million yuan, and other unused raised funds are deposited in the above-mentioned special account for raised funds.
The 13th meeting of the 5th board of directors and the 12th meeting of the 5th board of supervisors of the company deliberated and approved the proposal on the use of some idle raised funds by wholly-owned subsidiaries to temporarily supplement working capital, and agreed that Zhejiang Shenzhen H&T Intelligent Control Co.Ltd(002402) Intelligent Technology Co., Ltd., a wholly-owned subsidiary of the company, on the premise of ensuring the normal progress of investment projects with raised funds, The idle raised funds from the public issuance of convertible corporate bonds shall not exceed 50 million yuan to temporarily supplement the working capital. The service life shall not exceed 12 months from the date of deliberation and approval by the board of directors, and shall be returned to the special account for raised funds before expiration. As of December 24, 2021, Zhejiang Shenzhen H&T Intelligent Control Co.Ltd(002402) Intelligent Technology Co., Ltd. has returned all the idle raised funds for temporarily replenishing working capital to the special account for raised funds. The 25th meeting of the 5th board of directors and the 23rd Meeting of the 5th board of supervisors of the company deliberated and approved the proposal on the use of some idle raised funds by wholly-owned subsidiaries to temporarily supplement working capital, and agreed that Zhejiang Shenzhen H&T Intelligent Control Co.Ltd(002402) Intelligent Technology Co., Ltd., a wholly-owned subsidiary of the company, on the premise of ensuring the normal progress of investment projects with raised funds, The idle raised funds from the public issuance of convertible corporate bonds shall not exceed 50 million yuan to temporarily supplement the working capital. The service life shall not exceed 12 months from the date of deliberation and approval by the board of directors, and shall be returned to the special account for raised funds before expiration. During the reporting period, the actual use of funds raised by public issuance of convertible bonds in 2019 is as follows:
Comparison table on the use of funds raised by public issuance of convertible bonds in 2019 (2021)
Unit: 10000 yuan
Project amount or proportion project amount
The total amount of raised funds is 53629.79, and the total amount of raised funds invested in this year is 14696.72
The total amount of raised funds with changed purposes during the reporting period was 0.00
The total amount of raised funds with changed purposes is 6632.33, and the total amount of raised funds invested is 43609.16
The proportion of total raised funds with changed purposes is 12.12%
Committed investment projects and whether the raised funds have been changed. After adjustment, the investment has reached the end of the current year. By the end of the period, whether the project has reached the realization of the current year or whether it has reached the project feasibility
Total amount of over raised funds invested in the project (including partial changes) (1) investment amount, cumulative investment progress (%) whether the expected benefits expected to be available occur
(3) = (2) / (1) significant changes in the date benefit of the status of total investment amount (2) (3) = (2) / (1)
Committed investment projects
Yangtze River Delta production and operation base construction project no 40000.00 38924.8 8913.98 31775.83 81.63 December 31, 2021 0 not applicable no
①
Electronic process automation and big data operation no 8000.00 8004.99 2329.40 6922.69 86.48 December 31, 2021 0 not applicable no
Control platform system project ②
Smart life big data platform is 6700.00 153.71 - 153.71 100.00 - 0 not applicable no
The new generation for smart household appliances is - 6632.33 3453.34 4756.93 71.72 December 31, 2021 0 not applicable no
Development and industrialization of intelligent controller
