About Shanghai Bright Power Semiconductor Co.Ltd(688368)
Verification opinions on the deposit and use of raised funds in 2021
Gf Securities Co.Ltd(000776) (hereinafter referred to as ” Gf Securities Co.Ltd(000776) “) as a sponsor of Shanghai Bright Power Semiconductor Co.Ltd(688368) (hereinafter referred to as ” Shanghai Bright Power Semiconductor Co.Ltd(688368) ” or “company”) for initial public offering and listing on the science and innovation board and subsequent continuous supervision, in accordance with the measures for the administration of securities issuance and listing recommendation business and the rules for the listing of stocks on the science and Innovation Board of Shanghai Stock Exchange The requirements of relevant laws, regulations and normative documents such as the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation), the guidelines for the self-discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, and 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) have been carefully verified, The deposit and use of raised funds in Shanghai Bright Power Semiconductor Co.Ltd(688368) 2021 have been carefully verified, and the opinions are as follows:
1、 Basic information of raised funds
(I) the actual amount of funds raised and the time when the funds are in place
Approved by the reply on Approving the registration of Shanghai Bright Power Semiconductor Co.Ltd(688368) initial public offering of shares (zjxk [2019] No. 1670) issued by the China Securities Regulatory Commission, the company publicly issued 15.4 million RMB common shares (A shares), with an issue price of 56.68 yuan / share and a total raised capital of 872.872 million yuan, After deducting the total issuance expenses of RMB 85.1296 million (excluding value-added tax), the net amount of funds actually raised was RMB 787.7424 million. The above raised funds were transferred to the designated account of the company on October 9, 2019, and Lixin Certified Public Accountants (special general partnership) verified the arrival of the raised funds in this issuance, and issued the capital verification report (xksbz [2019] No. za15651). The company has adopted a special account storage system for the raised funds.
(II) use amount and year-end balance of raised funds in the current year
In 2021, the company invested 203.3618 million yuan in investment projects with raised funds, temporarily replenishing 120 million yuan of working capital with temporarily idle raised funds, and returning 90 million yuan of temporarily replenishing working capital in that year, plus 13.3501 million yuan of interest and financial income after deducting handling fees. As of December 31, 2021, the actual balance of raised funds was 297.7989 million yuan, of which the balance of special bank account for raised funds was 122.7989 million yuan, and the balance of temporarily idle raised funds for cash management was 175 million yuan.
As of December 31, 2021, the use and balance of the company’s raised funds are as follows:
Unit: Yuan
Project amount
Opening balance of raised funds 517810614.46
Less: 203361791.47 of raised funds used in this year
Including: 203361791.47 of the raised funds used in the committed investment projects
Permanent replenishment of working capital with over raised funds-
Plus: net interest income deducting handling charges 13350121.82
Plus: return of temporary supplementary working capital 90000000.00
Less: temporary supplementary working capital 120000000.00
The ending balance of raised funds is 297798944.81
2、 Management of raised funds
(I) deposit of raised funds
In order to further strengthen the management and application of the raised funds and improve the efficiency of the use of the raised funds, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of the Shanghai Stock Exchange on the science and Innovation Board, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies and other laws and regulations According to the requirements of normative documents and in combination with the actual situation of the company, the measures for the management of Shanghai Bright Power Semiconductor Co.Ltd(688368) raised funds are formulated. According to the above provisions, the company implements a special account for the raised funds.
On September 27, 2019, the company, together with the recommendation institution Gf Securities Co.Ltd(000776) (hereinafter referred to as ” Gf Securities Co.Ltd(000776) ” or “recommendation institution”) and the deposit bank of raised funds China Merchants Bank Co.Ltd(600036) Shanghai Changde sub branch (hereinafter referred to as ” China Merchants Bank Co.Ltd(600036) “) and China Citic Bank Corporation Limited(601998) Shanghai Daning sub branch (hereinafter referred to as ” China Citic Bank Corporation Limited(601998) “) Shanghai Pudong Development Bank Co.Ltd(600000) Zhangjiang science and technology sub branch (hereinafter referred to as ” Shanghai Pudong Development Bank Co.Ltd(600000) “) and Bank Of Ningbo Co.Ltd(002142) Shanghai Branch (hereinafter referred to as ” Bank Of Ningbo Co.Ltd(002142) “) signed the tripartite supervision agreement on the storage of special account for raised funds (hereinafter referred to as “tripartite agreement”).
On October 27, 2021, the company, Hangzhou Shanghai Bright Power Semiconductor Co.Ltd(688368) Semiconductor Co., Ltd., Chengdu Shanghai Bright Power Semiconductor Co.Ltd(688368) Semiconductor Co., Ltd., together with Gf Securities Co.Ltd(000776) and the deposit bank of the special account for raised funds Shanghai Pudong Development Bank Co.Ltd(600000) signed the four party supervision agreement for the storage of the special account for raised funds (hereinafter referred to as the “Four Party Supervision agreement”).
As of December 31, 2021, the company has deposited and used the raised funds in strict accordance with the provisions of the tripartite supervision agreement on the storage of raised funds and the quadripartite supervision agreement on the storage of raised funds. (II) storage of raised funds
As of December 31, 2021, the deposit of raised funds in the special account is as follows:
Unit: Yuan
No. account type of deposit bank account No. year end balance account nature
1 China Merchants Bank Co.Ltd(600036) special account for raised funds 121907761310907 17646288.76 current deposit
2 China Citic Bank Corporation Limited(601998) special account for raised funds 81102010138010078311 32498246.73 current deposit
3 Shanghai Pudong Development Bank Co.Ltd(600000) special account for raised funds 97160078801700001451 33804299.57 current deposit
4 Bank Of Ningbo Co.Ltd(002142) special account for raised funds 70010122002748964 36771524.07 current deposit
5 Shanghai Pudong Development Bank Co.Ltd(600000) special account for raised funds 97160078801500003605 936325.06 current deposit
6 Shanghai Pudong Development Bank Co.Ltd(600000) special account for raised funds 97160078801300003606 1142260.62 current deposit
Subtotal 122798944.81
As of December 31, 2021, the undue use of raised funds for cash management is listed as follows: unit: Yuan
Deposit bank product name deposit method year-end balance
China Citic Bank Corporation Limited(601998) win win Zhixin exchange rate linked structured deposit structured deposit 20000000.00
GF Yibao No. 1 14 day Principal Guaranteed Fixed Income 40000000.00
Gf Securities Co.Ltd(000776) income voucher “Yibao” No. 1 364 day Principal Guaranteed Fixed Income 25000000.00 Gf Securities Co.Ltd(000776)
Gf Securities Co.Ltd(000776) income voucher income treasure No. 1 91 day Principal Guaranteed Fixed Income 30000000.00
GF Yibao No. 1 14 day Principal Guaranteed Fixed Income 60000000.00
Subtotal 175000000.00
3、 Actual use of raised funds this year
(I) use of funds for projects invested with raised funds
The company uses the raised funds in strict 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.
See the “comparison table of the use of raised funds” for the fund use of the company’s projects invested with raised funds in 2021 (see attached table 1).
(II) early investment and replacement of raised investment projects
There was no such situation in the company in 2021.
(III) temporary replenishment of working capital with idle raised funds
On September 11, 2020, the company held the fifth meeting of the second board of directors and the fifth meeting of the second board of supervisors, deliberated and approved the proposal on using idle raised funds to temporarily supplement working capital, and agreed that the company would use the idle raised funds of RMB 120 million to temporarily supplement working capital, which would only be used for the company’s business development Daily operation and other production and operation activities related to the main business. The service life shall be within 12 months from the date of deliberation and approval by the board of directors of the company. During the above authorization period, the company used idle raised funds to temporarily supplement the working capital of 90 million yuan. On September 9, 2021, the company has returned all the idle raised funds of 90 million yuan of the above temporary supplementary working capital to the corresponding special account for raised funds.
On September 10, 2021, the company held the 17th meeting of the second board of directors and the 17th meeting of the second board of supervisors, deliberated and approved the proposal on using idle raised funds to temporarily supplement working capital, and agreed that the company would use idle raised funds of no more than RMB 200 million to temporarily supplement working capital, which would only be used for the company’s daily operation Business development and other production and operation activities related to the main business. The service life shall be within 12 months from the date of deliberation and approval by the board of directors.
As of December 31, 2021, the company has temporarily supplemented the working capital of 120 million yuan with idle raised funds.
(IV) cash management of idle raised funds and investment in related products
On October 21, 2021, the company held the 19th meeting of the second board of directors and the 19th meeting of the second board of supervisors, deliberated and adopted the proposal on cash management with temporarily idle raised funds, It is agreed that the company will use the temporarily idle raised funds up to RMB 500 million to purchase investment products with high safety and good liquidity (including but not limited to agreement deposits, structural deposits, time deposits, large certificates of deposit, notice deposits, income certificates, etc.) without affecting the progress of the investment projects of the raised funds and the use plan of the raised funds, Within the above limits, the funds can be recycled and used on a rolling basis, and the authorization is valid for 12 months from the date of deliberation and approval by the board of directors.
As of December 31, 2021, the company has used idle raised funds for cash management of 175 million yuan, as follows:
Unit: Yuan
Deposit bank product name amount purchase date maturity date actual income
China Citic Bank Corporation Limited(601998) win win Zhixin exchange rate linked structured deposit 20000000.00 2021 / 11 / 22 2022 / 2 / 21 not redeemed
GF Yibao No. 1 14 day term 40000000.00 2021 / 12 / 30 2022 / 1 / 13 not redeemed
Gf Securities Co.Ltd(000776) revenue voucher “revenue treasure”
