Citic Securities Company Limited(600030)
About Capitalonline Date Service Co.Ltd(300846)
Verification opinions on additional implementation sites of raised investment projects
Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) ” or “sponsor”) as a sponsor of Capitalonline Date Service Co.Ltd(300846) (hereinafter referred to as ” Capitalonline Date Service Co.Ltd(300846) ” and “company”) issuing A-share shares to specific objects in 2021, in accordance with the administrative measures for securities issuance and listing recommendation business and the Listing Rules of GEM stocks of Shenzhen Stock Exchange The guidelines for the standardized operation of companies listed on the growth enterprise market of Shenzhen Stock Exchange, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies and other relevant provisions have issued verification opinions on the increase of implementation sites of Capitalonline Date Service Co.Ltd(300846) this raised investment project, as follows: I. Basic information of raised funds
According to the reply of China Securities Regulatory Commission on approving Capitalonline Date Service Co.Ltd(300846) to issue shares to specific objects for registration (zjxk [2021] No. 2717), the company issued 55 million RMB ordinary shares (A shares) to specific objects at an issue price of 13.00 yuan / share, and the total amount of raised funds was 715000000.00 yuan, After deducting the issuance expenses (excluding value-added tax) of RMB 15858791.27, the net amount of raised funds is RMB 699141208.73. On January 24, 2022, Dahua Certified Public Accountants (special general partnership) issued a capital verification report (Dahua Yan Zi [2022] No. 000037) on the arrival of the funds raised by the company’s stock issuance, confirming that the raised funds have arrived, and the company has deposited all the raised funds into the special account for the management of the raised funds.
As of February 15, 2022, the company’s projects of issuing raised funds to specific objects and the investment of raised funds are as follows:
Unit: RMB 10000
No. project name proposed amount of raised funds cumulative amount of raised funds invested
1 integrated cloud platform project 17892.03
2 elastic bare metal item 45522.09 45522.09
Total 63414.12
2、 Details of the implementation location of some raised investment projects are added this time
(I) the original planned investment of the raised investment project in the proposed additional implementation location
1. Integrated cloud platform project
The company raised funds to invest in the integrated cloud platform project. The implementation subject of the project is Capitalonline Date Service Co.Ltd(300846) , and the implementation location is Beijing. The integrated cloud platform project was filed and approved by Beijing Chaoyang District Development and Reform Commission in January 2021. The amount of raised funds to be invested is 178.9203 million yuan.
2. Elastic bare metal project
The company raised funds to invest in the elastic bare metal project. The implementation subject of the project is Capitalonline Date Service Co.Ltd(300846) and the implementation location is Beijing. The elastic bare metal project was filed and approved by Beijing Chaoyang District Development and Reform Commission in January 2021. The amount of raised funds to be invested is 455220900 yuan.
(II) reasons and conditions for increasing the implementation location of some raised investment projects
1. Integrated cloud platform project
The integrated cloud platform project aims to continuously meet the application needs of downstream customers, expand the service scope, improve the company’s business response speed and market share, and then improve the company’s comprehensive competitive strength. Based on the company’s future business development plan, in order to improve the product layout and expand the market, the integrated cloud platform project plans to add Suzhou and Shanghai in Jiangsu Province as the implementation sites. The addition of implementation locations does not constitute related party transactions.
2. Elastic bare metal project
The elastic bare metal project will further enrich the company’s product layout and optimize the product structure based on the original virtual machine products, which will help to continuously meet the application needs of customers, expand the service scope and further improve the company’s profitability. Based on the company’s future business development plan, in order to improve the product layout and expand the market, the elastic bare metal project plans to add Dongguan City, Guangdong Province, Jinhua City, Zhejiang Province, Chongqing City, Xi’an City, Shaanxi Province, Fuzhou City, Fujian Province, Suqian City, Jiangsu Province, Meishan City, Sichuan Province, Xiangyang City, Hubei Province, Guiyang City, Guizhou Province, Qingdao City, Shandong Province, Hohhot City, Inner Mongolia Autonomous Region Jinchang City, Gansu Province, Quzhou City, Zhejiang Province, Loudi City, Hunan Province, Liuzhou City, Guangxi Province, Luoyang City, Henan Province, Baoding City, Hebei Province, Zhongwei City, Ningxia Hui Autonomous Region and Jinan City, Shandong Province were the implementation sites. The addition of implementation locations does not constitute related party transactions.
(III) the impact of the implementation location of some raised investment projects on the company
The implementation location of the integrated cloud platform project and elastic bare metal project is an important layout for the implementation of the company’s development strategy and long-term planning, which is conducive to optimizing the company’s resource allocation and promoting the implementation of raised investment projects, improving the use efficiency of raised funds and further improving the company’s comprehensive competitiveness. In addition to the above increased implementation locations, the implementation subject, total investment amount and purpose of the raised funds of the project remain unchanged, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of shareholders, especially minority shareholders.
The company will strictly abide by the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange and other relevant provisions, strengthen the internal and external supervision on the use of raised funds, ensure the legal and effective use of raised funds, and maximize the interests of the company and all shareholders.
3、 The decision-making procedures and opinions of relevant institutions on the implementation location of some raised investment projects are added this time
(I) opinions of the board of directors of the company
On February 25, 2022, the company held the fourth meeting of the Fifth Board of directors, deliberated and passed the proposal on increasing the implementation location of raised capital investment projects, and agreed to increase the implementation location of raised capital investment projects, integrated cloud platform projects and elastic bare metal projects. If the company needs to perform the filing or approval procedures of relevant departments in the implementation place of the investment project with raised funds this time, the company will implement it in accordance with the provisions of relevant laws and regulations.
(II) opinions of the board of supervisors of the company
On February 25, 2022, the company held the fourth meeting of the Fifth Board of supervisors, which deliberated and approved the proposal on increasing the implementation location of raised capital investment projects. The board of supervisors held that the implementation location of the integrated cloud platform project and elastic bare metal project is an adjustment made by the company according to the development strategy and long-term plan, which is in line with the actual needs of the company, It is conducive to optimizing resource allocation and further improving innovation ability. There is no situation of changing the purpose of raised funds in a disguised form and damaging the interests of the company and shareholders. Its decision-making procedures comply with relevant laws and regulations and the relevant provisions of the Capitalonline Date Service Co.Ltd(300846) articles of association. It is agreed that the company will increase the implementation location of integrated cloud platform project and elastic bare metal project of raised funds investment projects.
(III) opinions of independent directors
The independent directors of the company believe that the increase of the implementation location of the integrated cloud platform project and the elastic bare metal project of the fund-raising investment project fulfills the relevant procedures of the company’s decision-making, is conducive to optimizing the allocation of resources and improving the efficiency of the use of the raised funds, is a prudent decision made by the company according to the development strategy and long-term planning, and does not affect the normal implementation of the fund-raising investment project, There is no disguised change in the investment direction of the raised funds and damage to the interests of all shareholders, which is in line with the relevant provisions of 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 the rules for the listing of stocks on the gem of Shenzhen Stock Exchange. We agree on this matter.
4、 Verification opinions of the recommendation institution
After verification, the sponsor believes that: Capitalonline Date Service Co.Ltd(300846) the increase of the implementation location of the integrated cloud platform project and elastic bare metal project of the raised funds investment project complies with the relevant 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, and the Listing Rules of Shenzhen Stock Exchange gem, Necessary audit procedures have been performed. Capitalonline Date Service Co.Ltd(300846) if the implementation place of the investment project with raised funds is increased this time, the company will implement the filing or approval procedures of relevant departments in accordance with the provisions of relevant laws and regulations. Capitalonline Date Service Co.Ltd(300846) the implementation location of some raised investment projects added this time is an appropriate adjustment made by the company according to the actual situation, which is conducive to optimizing the allocation of resources and improving the use efficiency of raised funds. There is no change in the investment direction of raised funds and damage to the interests of shareholders, which is in line with the long-term planning and development needs of the company.
The recommendation institution agrees that the company will increase the implementation location of some raised investment projects this time.
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(there is no text on this page, which is the signature page of Citic Securities Company Limited(600030) verification opinions on adding implementation sites of Capitalonline Date Service Co.Ltd(300846) raised investment project)
Sponsor representative:
Ma Xiaofeng, Huang Xinyan
Sponsor: Citic Securities Company Limited(600030) mm / DD / yy
