Special audit report on replacement of raised funds of Shenzhen oney Electronics Co., Ltd. Xin Hui Shi Bao Zi [2022] No. zb10028
Special audit report on replacement of raised funds
Xin Hui Shi Bao Zi [2022] No. zb10028 all shareholders of Shenzhen oni Electronics Co., Ltd.:
We are entrusted to conduct a special review of the attached special instructions on replacing self raised funds invested in projects raised in advance and paying issuance expenses with raised funds, which is prepared by Shenzhen oneI Electronics Co., Ltd. (hereinafter referred to as “your company”) and has a deadline of December 23, 2021.
1、 Responsibilities of management
The responsibility of the management of your company is in accordance with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) (CSRC announcement [2022] No. 15) of China Securities Regulatory Commission In accordance with the relevant provisions of the self regulatory guidelines for listed companies on the Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem and the self regulatory guidelines for listed companies on the gem of the Shenzhen Stock Exchange No. 2 – announcement format, the special instructions on replacing self raised funds invested in advance with raised funds and paying issuance expenses were prepared, This responsibility includes designing, implementing and maintaining the internal control related to the preparation of the special instructions on replacing self raised funds invested in pre raised projects and paying issuance expenses with raised funds, and providing true, legal and complete physical evidence, original written materials, copies, oral testimony and other evidence we deem necessary, And ensure that the contents of the special instructions on replacing self raised funds invested in pre raised projects and paying issuance expenses with raised funds are true, accurate and complete, and there are no false records, misleading statements or major omissions.
2、 Responsibilities of Certified Public Accountants
Our responsibility is to publish the audit conclusion on the special instructions on replacing self raised funds invested in pre raised projects and paying issuance expenses with raised funds prepared by the management of your company on the basis of the audit.
3、 Job overview
We have conducted the audit in accordance with the provisions of other assurance business standards for Chinese certified public accountants No. 3101 – assurance business other than audit or review of historical financial information. The code requires us to comply with the code of professional ethics and plan and implement the audit, Whether the special instructions on replacing self raised funds invested in pre raised investment projects and paying issuance expenses with raised funds comply with the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies (revised in 2022) (CSRC announcement [2022] No. 15) of China Securities Regulatory Commission in all major aspects Whether there is no material misstatement in the preparation of the relevant provisions of the self regulatory guidelines for listed companies on the Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem and the self regulatory guidelines for listed companies on the gem of the Shenzhen Stock Exchange No. 2 – announcement format is reasonably guaranteed. In the process of audit, we have implemented procedures that we consider necessary, including inquiry, inspection of relevant materials and documents, inspection of accounting records and so on. We believe that our audit work provides a reasonable basis for publishing audit conclusions.
4、 Review comments
After review, we believe that the special instructions on replacing self raised funds invested in pre raised projects and paying issuance expenses with raised funds prepared by the management of your company are consistent with the actual situation.
5、 Report usage restrictions
This report is only used by your company for the purpose of replacing the self raised funds invested in the raised investment projects in advance and paying the issuance expenses with the raised funds, and shall not be used for any other purpose. The consequences caused by improper use have nothing to do with the certified public accountant performing the audit business and the accounting firm.
China certified public accountant of Lixin certified public accountants: Liu Haishan
(special general partnership)
Chinese certified public accountant: Yang Qiushi
Shanghai, China February 23, 2002
Shenzhen oney Electronics Co., Ltd
Special instructions on replacing self raised funds invested in projects invested with raised funds in advance and paying issuance expenses with raised funds
(as of December 23, 2021)
According to the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) (CSRC announcement [2022] No. 15) The relevant provisions of Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies and Shenzhen Stock Exchange self regulatory guidelines for GEM listed companies No. 2 – announcement format, Shenzhen oneI Electronics Co., Ltd. (hereinafter referred to as “the company” or “oneI Electronics”) will now use the raised funds to replace the self raised funds invested in the raised investment projects in advance and pay the issuance expenses. The details are as follows: I. Basic information of the raised funds
With the approval of China Securities Regulatory Commission on Approving the registration of initial public offering of shares by Shenzhen oneI Electronics Co., Ltd. (zjxk [2021] No. 3582), the company issued 30 million RMB common shares (A shares) (par value 1 yuan per share) by public offering by the lead underwriter Dongxing Securities Corporation Limited(601198) at the price of 66.18 yuan per share, The total amount of raised funds is 1985400000.00 yuan, after deducting the underwriting fee and other issuance expenses of 184883351.50 yuan (excluding value-added tax), the actual net amount of raised funds is 1800516648.50 yuan. The above raised funds have been verified by Lixin Certified Public Accountants (special general partnership), which has issued the capital verification report of “Xin Kuai Shi Bao Zi [2021] No. zb11564”.
In order to standardize the management and use of the company’s raised funds and protect the rights and interests of investors, the company has established relevant special accounts for raised funds. All the raised funds have been deposited in the special account for raised funds opened with the approval of the board of directors of the company. The company has signed the supervision agreement for raised funds with the sponsor and the commercial bank storing the raised funds. 2、 Commitment of the issuance application documents to the investment direction of the raised funds
According to the disclosure in the prospectus for initial public offering of shares of Shenzhen oney Electronics Co., Ltd., the net amount of funds raised by the company’s public offering will be used to invest in the following projects:
No. project name investment amount (10000 yuan) proposed investment in raised funds (10000 yuan) 1 intelligent video product production line construction project 29045.32 29045.32 2 intelligent audio product production line construction project 17903.12 17903.12 3 PCBA production workshop intelligent transformation project 2146.25 2146.25 4 construction project of intelligent audio and video product R & D center 12678.29 12678.29 5 brand construction and marketing channel upgrading project 14101.29 14101.29 6 supplementary working capital project 5000.00 5000.00 total 80874.27 80874.27
After the funds raised are in place, if the actual funds raised are less than the total amount of funds raised for the above-mentioned investment projects, the insufficient part shall be solved by the company with its own funds or through other financing methods.
3、 Advance investment of self raised funds into projects invested by raised funds
As of December 23, 2021, the company has invested 97736467.62 yuan of self raised funds in advance in the projects invested by raising funds. The balance of the special account for raising funds is 1824283675.14 yuan, and 97736467.62 yuan of self raised funds needs to be replaced. The details are as follows:
Monetary unit: RMB
No. project name: actual investment of self raised funds (10000 yuan) to be invested
1 intelligent video product production line construction project 29045.32 49761606.15 2 intelligent audio product production line construction project 17903.12 33617609.20 3 PCBA production workshop intelligent transformation project 2146.25 14357 , 252.27 4 construction project of intelligent audio and video product R & D center 12678.29 0.00 5 brand construction and marketing channel upgrading project 14101.29 0.00 6 supplementary working capital project 5000.00 0.00 total 80874.27 97736467.62
4、 Payment of issuance fees
The total issuance expenses of the raised funds are 184883351.50 yuan (excluding tax). As of December 23, 2021, the company has paid the issuance expenses of 5822568.15 yuan (excluding tax) with self raised funds, so they are replaced together. 5、 The implementation of using the raised funds to replace the self raised funds invested in the raised investment projects in advance and paying the issuance expenses
In accordance with the provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) (CSRC announcement [2022] No. 15), the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and other relevant documents, The company’s replacement of self raised funds for pre invested projects and payment of issuance expenses with raised funds can only be implemented after the deliberation and approval of the company’s board of directors, the issuance of audit reports by certified public accountants, the express consent of independent directors, the board of supervisors and sponsors, and the performance of information disclosure obligations.
Shenzhen oney Electronics Co., Ltd. February 23, 2002
