Minsheng Securities Co., Ltd. about Shanghai Youning Weisheng Technology Co., Ltd
The company uses some over raised funds to invest in construction projects and permanently supplement working capital
Verification opinions
Minsheng Securities Co., Ltd. (hereinafter referred to as “Minsheng securities” or “sponsor”) as Shanghai Youning
Weishengwu Technology Co., Ltd. (hereinafter referred to as “youningwei” or “the company”) made its initial public offering in 2021
A recommendation institution whose shares are listed on the gem shall be listed in accordance with the guidelines for the supervision of listed companies No. 2 – listed companies
Regulatory requirements for the management and use of the raised funds of the company, and the standard operation of companies listed on the gem of Shenzhen Stock Exchange
According to relevant regulations such as the “guidelines”, Minsheng securities has made provision for the use of some over raised funds by youningwei to invest in construction projects and permanent investment projects
The supplementary working capital has been verified. The details of the verification are as follows:
1、 Basic information of raised funds
On the approval of Shanghai Youning weishengwu Technology Co., Ltd. issued by China Securities Regulatory Commission
The official reply to the registration of the company’s initial public offering (zjxk [2021] No. 3556) agrees to register and
With the consent of Shenzhen Stock Exchange, the company issued 2166.6668 RMB common shares (A shares) for the first time
Million shares, with a par value of RMB 1.00 per share and an issue price of RMB 86.06 per share. The total amount of funds raised
The amount is RMB 1864633400, after deducting the issuance cost of RMB 26916200 (excluding tax),
The net amount of funds actually raised was 1595.5173 million yuan.
All the above raised funds have been received, and Tianzhi International Certified Public Accountants (special general partnership) has been matched
The fund availability was verified and the capital verification report (tzyz [2021] No. 45819) was issued.
After the above-mentioned raised funds are received, the company shall manage the deposit and use of the raised funds in a special account and cooperate with the special account
The bank and the recommendation institution signed the tripartite supervision agreement on raised funds.
2、 Investment projects with raised funds
Public offering shares disclosed in the company’s prospectus for initial public offering and listing on GEM
The basic information of the projects invested by the raised funds is as follows:
Unit: 10000 yuan
S / n project name estimated project investment estimated use of raised funds
1. Online marketing network and information construction project 8079.60 8079.60
2 offline marketing and service network upgrading project 6828.15 6828.15
3. R & D center construction project 8431.58 8431.58
3-1 R & D and technical transformation project of protein and antibody reagent 5429.08 5429.08
3-2 laboratory construction project of aibixin (Shanghai) Biotechnology Co., Ltd. 1552.40 1552.40
3-3 laboratory adjustment project of Shanghai lebeishi Biotechnology Co., Ltd. 1450.10 1450.10
4. Supplementary working capital project 5000.00 5000.00
Total 28339.33
The net amount of funds actually raised by the company is 1595517300 yuan, of which the amount of over raised funds is 131212.40 yuan
Ten thousand yuan.
3、 This time, some over raised funds are used to invest in construction projects and permanently supplement working capital
situation
(I) basic information of construction projects invested with some over raised funds
1. Project overview
On May 7, 2020, the second extraordinary general meeting of the company in 2020 deliberated and approved the investment
Proposal on Nanjing Biological Park, proposal on reviewing project investment and construction agreement and supplementary agreement,
The company plans to build its own brand product production base project in Nanjing, Jiangsu Province, with a total investment of about 2.80 million yuan
RMB100mn
2. Project Name: independent brand product production base project (biological agent production line construction project)
3. Project location: intersection of Qinyin Avenue and Runli Road, yongyang Industrial Park, Lishui District, Nanjing
On May 17, 2020, the company signed with Jiangsu Xingzhuang construction and Development Group Co., Ltd. Lishui District Industrial Park
According to the project investment and construction agreement, the company plans to invest in the construction of “Nanjing Biological Park” in Lishui yongyang Industrial Park
For the project, 26000 square meters of new plant will be built, and the project land is about 25.89 mu. In August 2020, Lishui district will be listed
The land supply meeting for industrial projects deliberated and adopted the construction project.
On July 25, 2021, the company and Jiangsu yongyang construction and Development Group Co., Ltd. (formerly known as “Jiangsu Xingxing”)
The contract signed by yongyang sub district office of Lishui District People’s Government of Nanjing
The tripartite agreement on the change of the same subject, issued by Jiangsu yongyang construction under the agreement on investment and construction of industrial projects in Lishui District
Yongyang sub district office of Nanjing Lishui District People’s government enjoys and undertakes the relevant rights and obligations of the Exhibition Group Co., Ltd.
The supplementary agreement was signed with yongyang sub district office of Lishui District People’s Government of Nanjing on July 30, 2021.
Among them, on April 26, 2021, the company and Lishui branch of Nanjing Planning and natural resources bureau signed the contract for the transfer of the right to use state-owned construction land (Contract No.: 3201242021cr0022). On June 7, 2021, the company has obtained the real property right certificate of the plot (property right certificate No.: Su (2021) Ningli real property right No. 0012225). In addition, the project has obtained the investment project filing certificate of Jiangsu Province (filing No.: Li Ping tou Bei [2020] No. 615) and the construction project planning license (Certificate No.: Jian Zi No. 320117202100249)
4. Project implementation subject: Nanjing Youning Weisheng Technology Co., Ltd
Unified social credit Code: 91320117ma1yp7qf36
Legal representative: Leng Zhaowu
Address: No. 688, Tianshengqiao Avenue, yongyang street, Lishui District, Nanjing
Enterprise type: limited liability company (sole proprietorship of legal person invested or controlled by non natural person)
Registered capital: 20 million yuan
Date of establishment: July 11, 2019
Business term: from July 11, 2019 to no fixed term
Business scope: R & D, production and sales of reagents, consumables and equipment in the fields of biotechnology, medical diagnosis, biological products and medical science and technology; Technical consultation, technology transfer and technical services in the fields of biotechnology, medical diagnosis, biological products and medical science and technology; Sales of chemical products and raw materials (excluding hazardous chemicals); Software development and sales; Property management services and house leasing; Self support and agency of import and export business of various commodities and technologies, except those limited or prohibited by the state. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
5. Investment scale and capital source: the planned investment of the project is 280.4852 million yuan. It is proposed to use the over raised capital of 280.4852 million yuan. The company will provide the above raised funds to the project by gradually increasing the capital of Nanjing youningwei according to the construction progress of the project.
6. Specific construction contents
The project plans to invest 280.4852 million yuan, including 4.5 million yuan of land cost, 153.0913 million yuan of civil engineering, 84.5995 million yuan of software and hardware investment, 26.7 million yuan of research and development cost and 11.5944 million yuan of initial working capital, to carry out the construction of independent brand product production base project.
7. Project construction period: 4 years
8. Composition of project investment estimation
The total investment of the project is 280.4852 million yuan. The specific composition of the project investment is as follows:
No. proportion of project investment amount (10000 yuan)
1. Land cost 450.00 1.60%
2 Civil Engineering 15309.13 54.58%
2.1 plant 1 2597.51 9.26%
2.2 plant 2 4532.37 16.16%
2.3 plant 3 5621.62 20.04%
2.4 consumables warehouse 333.23 1.19%
2.5 other construction costs 1570.17 5.60%
2.6 reserve fund 654.24 2.33%
3 software and hardware investment 8459.95 30.16%
4. Research and development fee 2670.00 9.52%
5. Initial working capital 1159.44 4.13%
Total 28048.52 100.00%
9. Necessity analysis of project construction
(1) It meets the innovative development needs of China’s life science industry
Biological industry is the most active and far-reaching emerging industry in the 21st century. It is the main direction of China’s strategic emerging industry. It is of great significance for China to seize the commanding heights of a new round of scientific and technological revolution and industrial revolution, accelerate the growth Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) , develop a new economy, cultivate new driving forces, and build a “healthy China”.
The implementation of this project is to highlight technological innovation, establish a technological innovation system, strengthen the research and development of products with independent intellectual property rights, promote industrial technological progress, actively develop products with high technical content and meet personalized needs, and produce high value-added scientific research reagent products that reach the international leading level. It is to gradually expand a broader downstream market, A necessary way to enhance the competitiveness of products outside China.
(2) It helps to improve the company’s independent innovation and R & D ability and enhance the company’s sustainable competitiveness
With the gradual popularization of the use of immune test related products around the world, increasing R & D investment, enriching product structure and improving the independent innovation ability of enterprises have become the key factors to ensure the stable development of the company. The company has been committed to the research and development of immune experiment related products. With the rapid development of downstream application fields, the research and development of scientific research projects are difficult, the technical requirements are high, the experimental cycle increases and the project management is more complex. At the same time, with the continuous expansion of the application fields of detection kits and fluorescent antibody products, the quality of personnel, equipment conditions The experimental environment and hardware management put forward higher requirements. At present, the company’s own brand has many R & D projects under way, and the existing R & D conditions are difficult to undertake more R & D tasks, which restricts the improvement of the company’s technical strength to a certain extent.
In this project, the company will purchase advanced biological instruments and equipment, improve the company’s R & D environmental conditions, introduce high-end R & D talents and optimize the structure of R & D personnel, so as to improve the existing R & D status,
