Changjiang Securities Company Limited(000783) underwriting and recommendation Co., Ltd
About Henan Liliang Diamond Co.Ltd(301071)
Special verification opinions on the deposit and actual use of raised funds in 2021
Changjiang Securities Company Limited(000783) underwriting and recommendation Co., Ltd. (hereinafter referred to as "Changjiang recommendation" or "recommendation institution") as a recommendation institution for Henan Liliang Diamond Co.Ltd(301071) (hereinafter referred to as "power shares" or "company") to issue shares for the first time and list in entrepreneurship, according to the measures for the Administration of securities issuance and listing recommendation business and the guidelines for the recommendation of listed companies of Shenzhen Stock Exchange According to the requirements of relevant laws and regulations, such as the guidelines for the standardized operation of companies listed on the gem 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, the deposit and actual use of raised funds of the company in 2021 have been verified. The specific verification conditions are as follows:
1、 Basic information of raised funds
With the approval of zjxk [2021] No. 2624 document of China Securities Regulatory Commission and the consent of Shenzhen Stock Exchange, the company was underwritten by Changjiang Securities Company Limited(000783) underwriting sponsor Co., Ltd. to publicly issue 15092995 ordinary shares (A shares) to the public on September 24, 2021, with a par value of 1 yuan per share and an issue price of 20.62 yuan per share. As of September 27, 2021, the company has raised a total of 31121755690 yuan. After deducting the balance of 2075471698 yuan of underwriting fee and recommendation fee, the received funds are 29046283992 yuan; After deducting the issuance expenses of 1672964966 yuan, the net amount of raised funds is 27373319026 yuan.
As of September 15, 2021, all the funds raised by the above issuance of the company have been in place and have been verified and confirmed by Dahua certified public accountants with the capital verification report "Dahua Yan Zi [2021] No. Yang Guang Co.Ltd(000608) ".
As of December 31, 2021, the company has invested 27383361901 yuan in the raised fund projects, of which: the company invested 18670492282 yuan in the raised fund projects with its own funds in advance before the raised funds are in place; Use the raised funds of RMB 8712869619 during the accounting period from September 30, 2021 to December 31, 2021; The raised funds used in this year were 8712869619 yuan. As of December 31, 2021, the balance of raised funds is RMB 0.00.
2、 Deposit and management of raised funds
In order to standardize the management and use of raised funds and protect the rights and interests of investors, the company, in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange and other laws and regulations, and in combination with the actual situation of the company, The Henan Liliang Diamond Co.Ltd(301071) raised funds management system (hereinafter referred to as the "management system") was formulated, which was deliberated and adopted by the sixth session of the second board of directors of the company in 2020.
In accordance with the requirements of the management system and in combination with the business needs of the company, the company opened a special account for raised funds in Zhecheng sub branch of Zhongyuan Bank Co., Ltd. and signed the tripartite supervision agreement on the storage of raised funds with Changjiang Securities Company Limited(000783) underwriting recommendation Co., Ltd. and Zhecheng sub branch of Zhongyuan Bank Co., Ltd. on September 15, 2021, Strict examination and approval procedures shall be implemented for the use of raised funds to ensure that the special funds are used for special purposes.
As of December 31, 2021, the storage of raised funds is listed as follows:
Monetary unit: RMB
Bank name account number initial deposit amount due date balance storage method Henan Henan Liliang Diamond Co.Ltd(301071) stock 41145701014005220129046283992 0.00 current
limited company
Henan Baojing new material technology 4114570101 Changhong Meiling Co.Ltd(000521) 010.00 0.00 current
limited company
Total 29046283992 0.00
Note: the balance of the above special account is the balance of the special account for raised funds as of September 27, 2021. The difference between the balance of the special account for raised funds and the net amount of raised funds this time is the issuance expenses and interest income of raised funds that have not been paid and replaced by the company.
3、 Actual use of raised funds this year
(I) see the attached table "use of raised funds" for the use of raised funds.
(II) other information about the use of raised funds
After the deliberation and approval of the 10th meeting of the second board of directors and the 7th Meeting of the second board of supervisors of the company and the independent opinions explicitly agreed by the independent directors, the proposal on adjusting the amount of funds to be invested in some raised investment projects was adopted. Since the actual net amount of funds raised by the company's initial public offering of shares was 27373319026 yuan, Less than 54949140000 yuan of funds to be invested disclosed in the prospectus of Henan Liliang Diamond Co.Ltd(301071) initial public offering and listing on GEM. In order to improve the use efficiency of raised funds and ensure the smooth development of raised investment projects, the company adjusted the amount of funds raised for raised investment projects according to the priorities and actual conditions of raised investment projects, The gap will be solved by the company through bank loans and other free funds. The specific adjustments are as follows:
Unit: 10000 yuan
Proposed investment of raised funds before adjustment serial number of proposed investment of raised funds after adjustment project name total investment amount
Baojing new materials industrial diamond and diamond alloy
Chengdu diamond intelligent chemical plant construction project 515999151599912737332
2 R & D center construction project 454923454923-
3. Supplementary working capital 30 Fawer Automotive Parts Limited Company(000030) 0000-
Total 59149142737332
4、 Change the use of funds of raised investment projects
The company has not changed the investment projects of raised funds this year.
5、 Problems in the use and disclosure of raised funds
The relevant information disclosed by the company is not disclosed in a timely, true, accurate and complete manner, and there are no violations in the storage, use, management and disclosure of raised funds.
6、 Recommendation institution's concluding comments
After verification, the recommendation institution believes that the deposit and use of the raised funds of power shares in 2021 generally comply with the provisions of regulatory 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 of listed companies, and the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, The raised funds have been stored in a special account and used for a special purpose. There is no case of changing the purpose of the raised funds in a disguised form and damaging the interests of shareholders. There is no case that the raised funds are occupied by the controlling shareholders and actual controllers, and there is no case of replenishing working capital, replacing pre investment, changing the implementation location, etc. without fulfilling the review procedures, There is no illegal use of the raised funds.
Attached table: 1. Comparison table of use of raised funds
(no text below)
(there is no text on this page, which is the signature and seal page of the special verification opinions of Changjiang Securities Company Limited(000783) underwriting recommendation Co., Ltd. on the deposit and actual use of raised funds of Henan Henan Liliang Diamond Co.Ltd(301071) Co., Ltd. in 2021) recommendation representative:
Luo Lingwen, Guo Jia
Changjiang Securities Company Limited(000783) underwriting and recommendation Co., Ltd. attached table 1:
Use of raised funds
The total amount of raised funds is 2737332. The total amount of raised funds invested in this year is 2738336. From 2019 to September 2021, The company invested in the construction of raised investment projects with self raised funds, with a total investment of 186704900 yuan, On September 28, 2021, the total amount of raised funds changed during the reporting period of the second board of directors - approved by the 10th meeting of the board of directors to raise funds to allow the company to make The self raised fund of 186704900 yuan invested in the project has been replaced with the raised fund of 186704900 yuan. In 2021, 871287 million yuan of raised funds were used for the construction of projects invested with raised funds, The total amount of raised funds used above is 2738336 million yuan, and the total amount of raised funds with changed purposes has been accumulated-
Proportion of total raised funds with accumulative change of purpose-
Whether the raised funds have been invested after adjustment. The investment in the current year is accumulated by the end of the period. Whether the investment projects at the end of the period have reached the expected realization in the current year. Whether the investment projects have reached the project feasibility commitments
