Securities code: 600213 securities abbreviation: Yangzhou Yaxingmotor Coach Co.Ltd(600213) Announcement No.: 2022-008 Yangzhou Yaxingmotor Coach Co.Ltd(600213)
Announcement on signing the tripartite supervision agreement on the storage of raised funds in the special account
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.
1、 Basic information of raised funds
On January 20, 2022, Yangzhou Yaxingmotor Coach Co.Ltd(600213) (hereinafter referred to as “the company”) received the reply on approving Yangzhou Yaxingmotor Coach Co.Ltd(600213) non-public development of shares (zjxk [2022] No. 131) issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”), which approved the non-public development of no more than 66 million new shares. The company’s non-public offering of 66000000 RMB common shares (A shares), with a par value of 1 yuan per share and an issue price of 5.14 yuan per share, raised a total of 339240000.00 yuan. After deducting the total issuance expenses of 4519622.64 yuan (excluding value-added tax) such as recommendation and underwriting fees, audit and capital verification fees related to this issuance, the net amount of funds actually raised by the company in this non-public offering is 334720377.36 yuan. The availability of the above funds has also been verified by the capital verification report (HXYZ (2022) No. 000007) issued by Hexin Certified Public Accountants (special general partnership).
2、 The signing of the tripartite supervision agreement on the storage of raised funds and the opening of the special account for raised funds
In order to regulate the management and use of the funds raised by the company’s non-public offering and protect the rights and interests of investors, in accordance with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of funds raised by listed companies and the guidelines for the self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 – standardized operation According to the relevant laws and regulations such as the Listing Rules of Shanghai Stock Exchange and the company’s management system for raised funds, the company recently signed the tripartite supervision agreement on the storage of special account for raised funds with the deposit bank of special account for raised funds and the recommendation institution Zhongtai Securities Co.Ltd(600918) respectively.
As of February 14, 2022, the opening and storage of the company’s special account for raised funds are as follows:
Deposit amount of deposit subject’s deposit bank account (yuan)
Yangzhou shouxihu sub branch of China Industrial And Commercial Bank Of China Limited(601398) Co., Ltd. 1108021829100028614 599990.00
Yangzhou Yaxing Industrial Bank Co.Ltd(601166) 403510100461743 125740000.00 Bus Co., Ltd. Yangzhou Branch
Shanghai Pudong Development Bank Co., Ltd. 19410078801600002380.00 Yangzhou Branch
China China Minsheng Banking Corp.Ltd(600016) Co., Ltd. 634346281 60000000.00 Yangzhou Branch
Note: the difference between the total amount deposited in the above special account and the net amount of funds actually raised in this non-public offering is the issuance expenses that have not been deducted.
3、 Main contents of the tripartite supervision agreement on the storage of raised funds in the special account
Yangzhou Yaxingmotor Coach Co.Ltd(600213) (hereinafter referred to as “party a”) and the opening banks of the special account for raised funds Industrial And Commercial Bank Of China Limited(601398) Yangzhou Branch, Industrial Bank Co.Ltd(601166) Yangzhou Branch, Shanghai Pudong Development Bank Co.Ltd(600000) Yangzhou Branch, China Minsheng Banking Corp.Ltd(600016) Nanjing Branch (hereinafter referred to as “Party B”) and Zhongtai Securities Co.Ltd(600918) (hereinafter referred to as “Party C”) respectively signed the tripartite supervision agreement on the storage of the special account for raised funds recently. The main contents are as follows:
1. Party A has opened a special account for raised funds (hereinafter referred to as “special account”) at Party B, with an account number of /. As of / month / day, 2022, the balance of the special account is / 10000 yuan. The special account is only used for the storage and use of the raised funds for Party A’s replenishment of working capital and repayment of bank loans, and shall not be used for other purposes.
2. Party A and Party B shall jointly abide by the bill law of the people’s Republic of China, the measures for payment and settlement, the measures for the administration of RMB bank settlement accounts and other laws, administrative regulations and departmental rules.
3. As the sponsor of Party A, Party C shall appoint a sponsor representative or other staff to supervise the use of the raised funds of Party A in accordance with relevant regulations.
Party C promises to perform the responsibility of recommendation and conduct continuous supervision on the management of Party A’s raised funds in accordance with the measures for the administration of securities issuance and listing recommendation business, the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange No. 1 – standardized operation and the raised funds management system formulated by Party A.
Party C may exercise its supervision right by means of on-site investigation and written inquiry. Party A and Party B shall cooperate with Party C’s investigation and inquiry. Party C shall check the storage of the special account at the same time when conducting on-site investigation on Party A every half year.
4. Party A authorizes Lin Hongjin and Wan nianshuai, the sponsor representatives designated by Party C, to inquire and copy the information of Party A’s special account at any time; Party B shall timely, accurately and completely provide it with the required information about the special account.
When the sponsor representative inquires about the special account of Party A from Party B, he shall issue his own legal identity certificate; Other staff designated by Party C shall issue their own legal identity certificate and letter of introduction when inquiring about the special account of Party A from Party B.
Party C’s personnel only inquire and copy Party A’s special account information for the purpose of supervision. Unless required by law or mandatory requirements of government regulatory authorities, Party C’s personnel shall not disclose Party A’s special account information to any third party irrelevant to the purpose of this agreement.
Without the written consent of Party A, Party B shall not allow unauthorized personnel of Party C and / or third parties to query the information of Party A’s special account unless required by law or mandatory requirements of government regulatory authorities.
5. Party B shall issue a true, accurate and complete special account statement to Party A on a monthly basis (before each month / day) and send a copy to Party C. Party B shall ensure that the statement is true, accurate and complete.
6. If Party A withdraws more than 50 million yuan from the special account in one time or within 12 months and reaches 20% of the net amount of the total amount of the raised funds after deducting the issuance expenses, Party A shall timely notify Party C by fax or e-mail, and provide the expenditure list of the special account.
7. Party C has the right to change the designated sponsor representative in accordance with relevant regulations. If Party C changes the recommendation representative, it shall notify Party B of relevant supporting documents in writing, and notify the contact information of the changed recommendation representative in writing in accordance with the requirements of Article 14 of this agreement. The replacement of the sponsor representative shall not affect the effectiveness of this agreement.
8. If Party B fails to issue a statement to Party A in time for three consecutive times, or fails to cooperate with Party C in querying and investigating the information of the special account, Party A has the right to unilaterally terminate this Agreement and cancel the special account for raised funds.
9. If Party C finds that Party A and Party B fail to perform this Agreement as agreed, it shall timely report in writing to Shanghai Stock Exchange after knowing the relevant facts.
10. This Agreement shall take effect from the date when the legal representatives or authorized representatives of Party A, Party B and Party C sign and affix the official seal or special seal for contract of their respective units, and shall become invalid from the date when all the funds in the special account are spent and the account is cancelled according to law.
Party C’s obligations will last until the end of the continuous supervision period, i.e. December 31, 2023. During the above-mentioned period, if Party C’s continuous supervision responsibility to Party A is terminated, this agreement will be automatically terminated.
11. If any party to this agreement violates relevant laws and regulations or any agreement under this Agreement and causes losses to other parties, the breaching party shall bear all liabilities arising therefrom and compensate the observant party for all losses and expenses incurred therefrom.
12. Any dispute arising from or in connection with this Agreement shall be settled by the parties through negotiation. If the negotiation fails, either party may submit the dispute to the people’s court with jurisdiction in the place where Party A is domiciled for litigation. 13. This agreement is made in / copies. Party A, Party B and Party C each hold one copy and report one copy to Shanghai Stock Exchange and Jiangsu regulatory bureau of China Securities Regulatory Commission, while the rest is reserved for Party A.
4、 Documents for future reference
The company signed the tripartite supervision agreement on the storage of special account for raised funds with Industrial And Commercial Bank Of China Limited(601398) Yangzhou Branch, Industrial Bank Co.Ltd(601166) Yangzhou Branch, Shanghai Pudong Development Bank Co.Ltd(600000) Yangzhou Branch, China Minsheng Banking Corp.Ltd(600016) Nanjing branch and Zhongtai Securities Co.Ltd(600918) respectively. It is hereby announced.
Yangzhou Yaxingmotor Coach Co.Ltd(600213) board of directors February 24, 2002
