China Merchants Securities Co.Ltd(600999)
About New Hope Liuhe Co.Ltd(000876)
Verification opinions on temporarily replenishing working capital with some idle raised funds
China Merchants Securities Co.Ltd(600999) (hereinafter referred to as ” China Merchants Securities Co.Ltd(600999) ” or “sponsor”) as Xinxi
The continuous supervision and recommendation institution of wangliuhe Co., Ltd. (hereinafter referred to as ” New Hope Liuhe Co.Ltd(000876) ” or “the company”),
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
Some idle raised funds are used for New Hope Liuhe Co.Ltd(000876) according to relevant provisions such as the stock listing rules of Shenzhen Stock Exchange
The temporary replenishment of working capital has been carefully and prudently verified, and the following independent verification opinions are issued:
1、 Basic information of raised funds
Approved by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”)
And the official reply to the public issuance of convertible corporate bonds by joint stock limited companies (zjxk [2019] No. 1902)
Quasi, the company issued convertible corporate bonds with a total face value of 4 billion yuan to the public, and the total amount of funds raised
It is RMB 40000000000.00, and the net amount of raised funds after deducting the issuance expenses is 3982829000.00
RMB. Verified by Sichuan Huaxin (Group) Certified Public Accountants (special general partnership) and issued the new
The capital verification report of hope Liuhe Co., Ltd. (Chuan Hua Xin Yan (2020) No. 0002) confirms that the raised funds have arrived
Accounts.
2、 Investment projects with raised funds
The total amount of funds raised from the company’s public offering of convertible corporate bonds is invested in the company after deducting the issuance expenses
Pig breeding project. As of February 22, 2022, the investment projects of the company’s raised funds are as follows:
The amount of raised funds to be invested and the accumulated amount of raised funds to be used serial number project name (10000 yuan) (10000 yuan) (including the amount of replaceable self raised funds)
1. Newly built settlement with 500000 commercial pigs per year in Ningjin, Dezhou, Shandong 50000.00 49074.15
order
2. Li Guanzhuang of Huanghua Xinhao Technology Co., Ltd. sold 700000 heads a year, 70000.00 68899.05
Pig project
3 Yucheng New Hope Liuhe Co.Ltd(000876) Liuhe breeding pig breeding Co., Ltd. has a stock of 6000 10000.00 10000.00
Tau standardized farm project
4 Yangyuan County 300000 pigs settlement development project 20000.00 20000.00
5. Sanyitang farm of Tongliao Xinhao agriculture and animal husbandry Co., Ltd. has an annual output of 100 117500.00 1039027700 pigs
6. The annual output of 1 million 117500.00 114677.05 pigs breeding project of Zhenan farm of Tongliao Xinhao agriculture and animal husbandry Co., Ltd
7 Leshan New Hope Liuhe Co.Ltd(000876) agriculture and animal husbandry Co., Ltd. Jingyan Jinfeng pig breeding farm project 5000.00 5000.00
8 Henan Lingbao ecological production park with 150000 piglets per year
Total 400000.00 381553.02
3、 Temporary replenishment of working capital with some idle raised funds used in the previous time
On February 25, 2021, the company held the 31st meeting of the 8th board of directors and the 16th meeting of the 8th board of supervisors respectively, deliberated and adopted the proposal on using some idle raised funds to temporarily supplement working capital, and agreed that the company would temporarily supplement working capital with idle raised funds of no more than RMB 1680 million, The service life shall not exceed 12 months from the date of deliberation and approval by the board of directors of the company, and the independent directors of the company have expressed their consent.
During the use period, the company actually used the idle raised funds of RMB 1680 million to temporarily supplement the working capital. As of the date of issuance of this verification opinion, the company has returned all the above raised funds for temporary replenishment of working capital to the special account for raised funds, and notified the recommendation institution and recommendation representative of the return of the above raised funds.
4、 Temporary replenishment of working capital with some idle raised funds this time
According to the fund use plan of the project invested by raised funds and the construction progress of the project, the company plans to use idle raised funds of no more than RMB 180 million to temporarily supplement working capital in order to improve the use efficiency of raised funds and reduce the financial cost of the company on the premise of ensuring that the construction progress of the project invested by raised funds is not affected, The service life shall not exceed 12 months from the date of deliberation and approval by the board of directors of the company, and the company will timely return it to the special account for raised funds at any time according to the progress and demand of the raised investment project.
The temporary replenishment of working capital with some idle raised funds is only used for the production and operation related to the company’s main business, and shall not be used for the placement and purchase of new shares, or for the trading of stocks and their derivatives, convertible corporate bonds and other transactions through direct or indirect arrangements; It will not change the purpose of the raised funds in a disguised form and will not affect the normal progress of the investment plan of the raised funds.
The company promises that there will be no high interest rate within 12 months before using idle raised funds to temporarily supplement working capital
5、 Internal decision-making procedures performed by the company
The company held the 50th meeting of the 8th board of directors on February 23, 2022, deliberated and adopted the proposal on using some idle raised funds to temporarily supplement working capital, and the independent directors and the board of supervisors have clearly agreed to the above matters.
6、 The amount of financial expenses expected to be saved when idle raised funds supplement working funds, the reasons for the shortage of working funds, whether there is any behavior of changing the purpose of raised funds in a disguised form, and the measures to ensure that the normal progress of raised funds projects will not be affected
With the continuous expansion of the company’s business scale and the increasing demand for working capital, the use of some idle raised funds to supplement the company’s working capital can reduce bank loans and reduce the company’s financial expenses. The company will use idle raised funds of no more than RMB 180 million to supplement working capital. According to the expected use of supplementary working capital, it is expected to save financial expenses of about 2.7 million yuan. The temporary replenishment of working capital with some idle raised funds is limited to the business related to the main business, and there is no situation of changing the investment direction of raised funds in a disguised manner and damaging the interests of shareholders of the company.
The company will use the above raised funds in strict accordance with the provisions of relevant laws and regulations, and return them to the special account for raised funds in time according to the progress and demand of the raised investment project at any time, which will not affect the normal progress of the investment plan of raised funds.
7、 Verification opinions of the recommendation institution
After verification, the recommendation institution believes that:
The company’s use of some idle raised funds to temporarily supplement working capital has been deliberated and approved by the board of directors and the board of supervisors, and the independent directors have expressed their consent and fulfilled the necessary approval procedures. The company used part of the idle raised funds to temporarily supplement the working capital, and there was no situation of changing the investment direction of the raised funds in a disguised manner or damaging the interests of shareholders, which met the requirements of the stock listing rules of Shenzhen Stock Exchange and other relevant laws and regulations. China Merchants Securities Co.Ltd(600999) it is agreed that the company will temporarily supplement the working capital with idle raised funds of no more than RMB 180 million, and the service life shall not exceed 12 months from the date of deliberation and approval by the board of directors of the company.
(no text below)
(there is no text on this page, which is the signature page of China Merchants Securities Co.Ltd(600999) verification opinions on New Hope Liuhe Co.Ltd(000876) using some idle raised funds to temporarily supplement working capital)
Sponsor representative:
Zhang Yinbo, Wang Huimin
China Merchants Securities Co.Ltd(600999) February, 2022