Zhongtai Securities Co.Ltd(600918)
About Yunnan Shennong Agricultural Industry Group Co.Ltd(605296)
Verification opinions on the change of raised funds of the project
Shanghai Stock Exchange:
According to the requirements of relevant laws, regulations and normative documents such as the measures for the administration of securities issuance and listing recommendation business, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self discipline supervision of listed companies No. 1 – standardized operation of Shanghai Stock Exchange, and the stock listing rules of Shanghai Stock Exchange, Zhongtai Securities Co.Ltd(600918) (hereinafter referred to as ” Zhongtai Securities Co.Ltd(600918) ” or “sponsor”) as the sponsor of the initial public offering of shares of Yunnan Shennong Agricultural Industry Group Co.Ltd(605296) (hereinafter referred to as ” Yunnan Shennong Agricultural Industry Group Co.Ltd(605296) ” or “company”), has carefully verified the change of the investment project of raised funds in Yunnan Shennong Agricultural Industry Group Co.Ltd(605296) . The verification results and audit opinions are as follows:
1、 Overview of changes in investment projects with raised funds
According to the reply on Approving the initial public offering of Yunnan Shennong Agricultural Industry Group Co.Ltd(605296) issued by the China Securities Regulatory Commission (zjxk [2021] No. 1314), it is agreed that Yunnan Shennong Agricultural Industry Group Co.Ltd(605296) will publicly issue 40.03 million RMB ordinary shares to the public, raising a total of 2244882400.00 yuan, deducting the issuance expenses of 153448000.00 yuan, The net amount of funds actually raised is 2091434400.00 yuan. All the above-mentioned raised funds were in place on May 25, 2021, and Tianjian Certified Public Accountants (special general partnership) verified the arrival of the raised funds in this issuance on May 25, 2021, and issued the capital verification report (Tianjian Yan [2021] No. 1-27). The funds raised by the company after deducting the issuance expenses were originally planned to be invested in the following projects:
No. project name total project investment planned to use the raised capital during the construction period (10000 yuan)
I. Yunnan Shennong Luliang 12-month feed and biosafety center project with an annual output of 500000 tons
II. Construction project of high-quality piglet breeding base
2-1 Yunnan Shennong Shilin annual production of 180000 11086.94 12-month high-quality piglet breeding base construction project
2-2 12000.00 12000.00 12-month 180000 piglet breeding base construction project of Yunnan Shennong Luliang Pig Industry Co., Ltd
No. project name total project investment planned to use the raised capital during the construction period (10000 yuan)
order
Yunnan Shennong Zhanyi Huashan annual launch 24
14500.00 12-month project for the expansion base construction of 20000-30000 high-quality piglets
Downhill Nian, Baishui Town, Zhanyi District, Qujing City
2-4 12-month construction project of expanding breeding base of 240000 high-quality piglets 14500.00 13796.24
Wuding Shennong Pig Industry Development Co., Ltd
2-5 150000 piglets breeding base construction project 10000.00 7800.40 12-month project
Wuding Shennong Pig Industry Development Co., Ltd
2-6 Wenbishan 150000 piglets breeding base 10000.00 7322.79 12-month construction project
2-7 construction project of 180000 piglets 15000.00 14530.89 12-month pig breeding base in Leiping Town, Daxin County, Guangxi
III. construction project of high-quality pig fattening base
Yunnan Shennong Binchuan Pig Industry Co., Ltd
3-1 year production of 32000 high-quality pigs 6802.39 6802.39 12-month construction project
Ganglu, Baishui Town, Zhanyi District, Qujing City
3-2 launch 100000 high-quality pigs and build 14600.00 14600.00 12-month project
Snail pond in Shennong stone forest, Yunnan Province
3-3 100000 high-quality pig base construction project 15000.00 14703.79 12-month project
Yunnan Shennong Qujing Food Co., Ltd
New project of slaughtering 500000 pigs in four years 15000.00 12-month project
V. supplementary working capital 57000.00 57000.00-
Total 215489.33 209143.44-
The total amount of the raised funds involved in this change is the unused raised funds and the interest generated by the original “construction project of 240000 high-quality piglet breeding base in Zhanyi Huashan, Shennong, Yunnan”, totaling 31.6797 million yuan, accounting for 1.51% of the total amount raised; The unused raised funds and interest generated by the “construction project of 100000 high-quality pig base in Baishui Town, Zhanyi District, Qujing City” amounted to 45.048 million yuan, accounting for 2.14% of the financing amount. After the change, it will be used for the construction of the “revitalization of pig farm project of Guangxi Daxin Shennong animal husbandry Co., Ltd.” the total investment of the new project is 168 million yuan, and it is planned to use 76.6845 million yuan of raised funds, and the rest will be solved by the company’s self raised funds.
(Note: the interest and investment income generated from the special account of the raised funds are also invested in the project from the time this change is considered by the board of directors to the final investment of the raised funds).
2、 Specific reasons for changing the investment project of raised funds
(I) planned investment and actual investment of the original project
The implementation subject of the original raised and invested project “Yunnan Shennong Zhanyi Huashan annual breeding base construction project of 240000 high-quality piglets” is Qujing Zhanyi Shennong Pig Industry Development Co., Ltd. (hereinafter referred to as “Zhanyi Shennong”), and the construction content of the project is the breeding base of 8000 sows. The project obtained the investment project filing Certificate (Project No.: 5303282019060233) issued by the development and Reform Bureau of Zhanyi District, Qujing City on June 17, 2019. It is planned to be constructed in Xinpai village committee, Huashan Town, Zhanyi District, Qujing City, Yunnan Province. The total investment of the project is 145 million yuan and the construction period is 12 months.
As of December 31, 2021, the project investment is as follows:
No. original planned investment amount of the project (10000 yuan) actual investment amount (10000 yuan)
I. construction cost: 9146.06 7027.99
1.1 main works 3717.16 2856.65
1.2 auxiliary works 932.36 716.39
1.3 utilities 1241.55 953.71
1.4 equipment 3255.00 2501.24
II. Other expenses of project construction 3307.00 2879.75
2.1 land fee 416.00 414.23
2.2 productive biological assets 2456.00 2456.00
2.3 other expenses 435.00 9.52
III. reserve cost 622.65-
IV. initial working capital 1424.29
Total 14500.00 11332.03
The implementation subject of the original raised investment project “construction project of 100000 high-quality pigs per year in Gang Road, Baishui Town, Zhanyi District, Qujing City” is Qujing Zhanyi Shennong Pig Industry Development Co., Ltd. (hereinafter referred to as “Zhanyi Shennong”), and the construction content of the project is 100000 high-quality pigs per year. The project obtained the investment project filing Certificate (Project No.: 530303201920444) issued by the development and Reform Bureau of Zhanyi District, Qujing City on December 24, 2019. It is planned to be constructed in ganglu village, Baishui Town, Zhanyi District, Qujing City, Yunnan Province. The total investment of the project is 146 million yuan and the construction period is 12 months.
As of December 31, 2021, the project investment is as follows:
No. original planned investment amount of the project (10000 yuan) actual investment amount (10000 yuan)
I. construction cost 10271.61 6491.61
No. original planned investment amount of the project (10000 yuan) actual investment amount (10000 yuan)
1.1 main works 4460.63 2819.03
1.2 auxiliary works 903.46 571.18
1.3 utilities 2807.52 1774.47
1.4 equipment 2100.00 1326.93
II. Other expenses for project construction 1078.00 640.00
2.1 land fee 640.00 640.00
2.2 other expenses 438.00-
III. reserve cost 567.48 285.00
IV. initial working capital 2682.91 2682.91
Total 14600.00 10099.52
(II) specific reasons for change
Due to the frequent occurrence of African swine fever in Yunnan Province in 2021, the surrounding environment of the construction site of the raised investment project has changed, making biosafety management more difficult. After full investigation and demonstration by the company, combined with the company’s biosafety control system and epidemic prevention and control experience, the company has reduced the scale of the above raised investment project: “Zhanyi Huashan, Yunnan Shennong”
