Citic Securities Company Limited(600030)
About Capitalonline Date Service Co.Ltd(300846)
Verification opinions on cash management with temporarily idle self owned funds
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 According to the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange and other relevant provisions, the verification opinions on Capitalonline Date Service Co.Ltd(300846) the use of temporarily idle self owned funds for cash management are as follows:
1、 Basic information of cash management
(I) investment purpose
In order to further improve the use efficiency of the company’s temporarily idle self owned funds, reduce the company’s financial costs and create greater value for the majority of shareholders, the company and its subsidiaries intend to conduct cash management of some temporarily idle self owned funds on the premise of not affecting the capital demand of normal operation and ensuring the safety of funds.
(II) investment quota
The company and its subsidiaries are expected to use some temporarily idle self owned funds for cash management, with a total amount of no more than 200 million yuan, which can be recycled and used within the limit and term.
(III) investment direction
The company will strictly control risks in accordance with relevant regulations, strictly evaluate and screen financial products, and select low-risk financial products with high safety, good liquidity and relatively high return on investment.
(IV) investment period
Effective within one year from the date of deliberation and approval by the board of directors of the company.
(V) implementation subject
The company and its subsidiaries.
(VI) implementation mode
The independent opinions approved by the board of directors and agreed by the independent directors shall come into force, and the management of the company shall be authorized to exercise investment decision-making power within the limit and sign relevant documents.
(VII) source of funds
The funds used for entrusted financial management are the own funds temporarily idle by the company and its subsidiaries, and the source of funds is legal and compliant.
2、 Review procedures to be performed
This matter has been deliberated and approved at the 4th meeting of the 5th board of directors and the 4th meeting of the 5th board of supervisors of the company, and the independent directors have expressed their agreed independent opinions. This matter does not need to be submitted to the general meeting of shareholders of the company for deliberation. The company and its subsidiaries use temporarily idle self owned funds for cash management, which does not involve related party transactions.
3、 Impact of cash management on the company
On the premise of ensuring the safety of the company’s funds and normal operation, the company and its subsidiaries use some temporarily idle self owned funds for cash management, which complies with the relevant provisions of the Shenzhen Stock Exchange GEM Listing Rules and other relevant regulations, and the risk is controllable. The company will fully estimate and calculate the risks and benefits of specific investment projects, Ensure that the use of corresponding funds will not affect the company’s daily operation and the development of its main business, which is conducive to the company to further improve the use efficiency of temporarily idle self owned funds, reduce the company’s financial cost, and create greater value for the majority of shareholders, without damaging the interests of the company’s shareholders, especially small and medium-sized shareholders.
4、 Investment risk analysis and risk control measures
(I) investment risk
1. Although the company’s cash management projects will be strictly evaluated and screened, the financial market is greatly affected by the macro-economy, and it is not ruled out that the investment is affected by market fluctuations.
2. The company will intervene timely and appropriately according to the economic situation and changes in the financial market, so the actual return of investment is unpredictable.
(II) risk control measures
1. The company will timely strengthen market analysis and research according to the changes of securities market environment, timely adjust investment strategy and scale, and strictly control risks;
2. The company will strictly screen investment objects and select investment products with high safety and good liquidity;
3. The company will track and analyze the investment direction of funds in real time. If it is found that there are risk factors that may affect the safety of funds, the company will take corresponding measures in time to control investment risks;
4. The company will timely perform the obligation of information disclosure in accordance with the relevant provisions of Shenzhen Stock Exchange.
5、 Implementation of decision-making procedures and opinions of relevant institutions
(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 approved the proposal on cash management with temporarily idle self owned funds, and agreed that the company and its subsidiaries use part of temporarily idle self owned funds for cash management without affecting the company’s normal operation capital demand and ensuring capital safety, The total amount shall not exceed 200 million yuan and the investment period shall not exceed 12 months. The company and its subsidiaries can be recycled and used within the limit and period. Authorize the company’s management to exercise investment decision-making power within the limit and sign relevant legal documents.
(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 cash management with temporarily idle self owned funds. The board of supervisors held that on the premise of ensuring the safety and normal operation of the company’s funds, the company and its subsidiaries should use some temporarily idle self owned funds for cash management, In line with the relevant provisions of the Shenzhen Stock Exchange GEM Listing Rules and other relevant regulations, the risk is controllable. The company will fully estimate and calculate the risks and benefits of specific investment projects, so as to ensure that the use of corresponding funds will not affect the company’s daily operation and the development of its main business, which is conducive to the company to further improve the use efficiency of temporarily idle self owned funds Reduce the company’s financial cost and create greater value for the majority of shareholders. There is no situation that damages the interests of the company’s shareholders, especially the minority shareholders. The board of supervisors agrees that the company uses its own funds temporarily idle for cash management.
(III) opinions of independent directors
The independent directors of the company believe that the company and its subsidiaries are in good operation and stable financial condition. In order to improve the efficiency of the company’s capital use, under the condition of ensuring the normal main business and capital safety of the company, the use of temporarily idle self owned funds for cash management is conducive to improving the efficiency of the company’s capital use and increasing the company’s capital income on the premise of risk control, It will not adversely affect the company’s business activities and is in the interests of the company and the majority of shareholders. The company and its subsidiaries used temporarily idle self owned funds for cash management, performed the necessary decision-making and approval procedures, and did not damage the interests of the company and all shareholders, especially minority shareholders. Therefore, we agree that the company and its subsidiaries use their own funds temporarily idle for cash management, with a total amount of no more than 200 million yuan and an investment period of no more than 12 months, which can be recycled and used within the limit and period. 6、 Verification opinions of the recommendation institution
After verification, the sponsor believes that: Capitalonline Date Service Co.Ltd(300846) the use of temporarily idle self owned funds for cash management has been deliberated and adopted at the fourth meeting of the Fifth Board of directors and the fourth meeting of the Fifth Board of supervisors, and the independent directors have expressed clear consent. The company has fulfilled the examination and approval procedures for investment decisions, which comply with the articles of association, the measures for the administration of securities issuance and listing recommendation business, the Listing Rules of Shenzhen Stock Exchange gem and other relevant provisions. The recommendation institution agrees the company to use its own funds temporarily idle for cash management.
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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 Capitalonline Date Service Co.Ltd(300846) using temporarily idle self owned funds for cash management)
Sponsor representative:
Ma Xiaofeng, Huang Xinyan
Sponsor: Citic Securities Company Limited(600030) mm / DD / yy
