Securities code: Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) securities abbreviation: Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) Announcement No.: 2022009 Shanghai Lily&Beauty Cosmetics Co.Ltd(605136)
Special report on the deposit and actual use of raised funds in 2021
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
In accordance 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, the stock listing rules of Shanghai Stock Exchange and the guidelines for the self discipline supervision of listed companies of Shanghai Stock Exchange No. 1 – standardized operation, Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) (hereinafter referred to as “the company” or ” Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) “) the board of directors prepared a special report on the deposit and actual use of the raised funds in 2021.
1、 Basic information of raised funds
(I) the actual amount of funds raised and the time when the funds are in place
With the approval of the reply on approving Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) initial public offering of shares (zjxk [2020] No. 2102) issued by China Securities Regulatory Commission, the company was approved to publicly issue 40010000 RMB ordinary shares (A shares), with an issue price of RMB 12.23 per share and a total raised capital of RMB 48932230000, Deducting underwriting and recommendation fees and other listing transaction fees
The net amount is 42012377173 yuan. The above funds have been in place on September 23, 2020. PwC Zhongtian Certified Public Accountants (special general partnership) verified the availability of the above raised funds and issued the capital verification report (PWC Zhongtian Yan Zi (2020) No. 0850). In order to standardize the management of raised funds, the company has opened a special account for raised funds to store the raised funds.
(II) use and balance of raised funds
As of December 31, 2021, the use and balance of the company’s raised funds are as follows:
As of December 31, 2020, the total amount of raised funds not used by the company was 31200383534 yuan. During the reporting period, the company used the raised funds to replace the self raised funds, the total amount invested in the investment projects of the raised funds in advance was 19397490022 yuan, the total amount invested in the raised projects was 499538840 yuan, and the net amount of interest income deducted from handling charges was 303486891 yuan. As of December 31, 2021, the balance of the unused raised funds account was RMB 11606841563.
2、 Deposit and management of raised funds
In order to standardize the management and application of the company’s raised funds and improve the use efficiency of the raised funds, the company has formulated the raised funds management system in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other relevant laws, regulations, normative documents and the articles of association, and in combination with its own actual situation. The system has been deliberated and adopted at the fourth meeting of the first board of directors and the second extraordinary general meeting of shareholders in 2016.
On September 23, 2020, the company and the sponsor Citic Securities Company Limited(600030) signed the tripartite supervision agreement on the storage of special account for raised funds with Ping An Bank Co.Ltd(000001) Shanghai Branch, Pudong branch of Shanghai Branch of Guangdong Development Bank Co., Ltd., Bank Of Communications Co.Ltd(601328) Shanghai Minhang branch and China Minsheng Banking Corp.Ltd(600016) Shanghai branch respectively; On September 23, 2020, the company and its wholly-owned subsidiary Shanghai yikangli Advertising Co., Ltd. signed the four party supervision agreement on the storage of special account for raised funds with the sponsor Citic Securities Company Limited(600030) , China Minsheng Banking Corp.Ltd(600016) Shanghai Branch, and opened a special bank account in the above-mentioned banks to store the raised funds. The tripartite regulatory agreement and the quadripartite regulatory agreement clarify the rights and obligations of all parties, and their contents are not significantly different from the model regulatory agreement of Shanghai Stock Exchange. The company has no problems in the process of performing the tripartite supervision agreement and the quadripartite supervision agreement.
3、 Actual use of raised funds in 2021
(I) use of funds for investment projects with raised funds
See the attached table “comparison table of use of raised funds” for the specific use of raised funds.
(II) advance investment and replacement of investment projects with raised funds
The 10th meeting of the second board of directors of the company deliberated and approved the proposal on using raised funds to replace self raised funds invested in raised investment projects in advance and paid issuance expenses. The total amount to be replaced by the company is RMB 2547532 million. Accountants, recommendation institutions, independent directors and the board of supervisors all expressed their consent.
As of December 31, 2021, the above raised funds have been replaced.
(III) temporary replenishment of working capital with idle raised funds
During the reporting period, the company did not use idle raised funds to temporarily supplement working capital.
(IV) cash management of idle raised funds and investment related products. The 16th meeting of the second board of directors of the company considered and approved the proposal on using some idle raised funds for cash management, and agreed that the company should use the temporarily idle raised funds with a maximum amount of no more than 100 million yuan to invest in meeting the requirements of capital preservation, high safety, good liquidity Financial products or deposit products with a single product term of no more than 12 months shall be valid within 12 months from the date of deliberation and approval by the board of directors. The recommendation institution, independent directors and the board of supervisors all expressed their consent. The proposal has been deliberated and approved at the 2020 annual general meeting of shareholders.
During the reporting period, the company has not conducted cash management on idle raised funds.
(V) the use of over raised funds to permanently supplement working capital or repay bank loans during the reporting period, the company did not use over raised funds to permanently supplement working capital or repay bank loans.
(VI) use of over raised funds for projects under construction and new projects (including acquisition of assets, etc.)
During the reporting period, the company did not use the over raised funds for projects under construction and new projects (including the acquisition of assets, etc.).
(VII) use of surplus raised funds
During the reporting period, the company did not use the surplus raised funds.
(VIII) other information about the use of raised funds
On December 21, 2021, the company held the 21st Meeting of the second board of directors and the 19th meeting of the second board of supervisors respectively, deliberated and adopted the proposal on changing some investment projects with raised funds, and decided to make some adjustments to the investment projects with raised funds, The company will raise all the unused funds and interests of the original uncompleted raised investment project “data center construction and information system upgrading project” of RMB 356486 million and all the unused funds and interests of the original uncompleted raised investment project “comprehensive service center construction project” of RMB 59.416 million (as of December 13, 2021, the specific amount is subject to the transfer out date) invest in new projects. At the same time, all the surplus raised funds and interest of brand promotion and channel construction projects are RMB 203827 million, All the remaining interest of the supplementary working capital project is RMB 252700 (as of December 13, 2021, the specific amount is subject to the transfer out date) (Announcement No.: 2021072).
The above changes have been deliberated and approved at the first extraordinary general meeting of shareholders in 2022 held on January 6, 2022 (Announcement No.: 2022001).
4、 Change of raised investment projects
During the reporting period, the company did not change the raised investment projects.
5、 Problems in the use and disclosure of raised funds
As of December 31, 2021, the company has used the raised funds in accordance with the provisions and requirements of relevant laws, regulations and normative documents, and timely disclosed the use of the raised funds. There are no violations in the use and management of the raised funds.
6、 Concluding opinions of the assurance report issued by the accounting firm on the deposit and use of the company’s annual raised funds.
Conclusion of the assurance report issued by PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) on the deposit and use of the company’s annual raised funds: we believe that, The above special report on the deposit and actual use of raised funds is in accordance with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022), announcement [2022] No. 15 of China Securities Regulatory Commission The guidelines for self-regulation of listed companies of Shanghai Stock Exchange No. 1 – standardized operation and the announcement format of guidelines for self-regulation of listed companies of Shanghai Stock Exchange No. 1 – special report on the deposit and actual use of raised funds of listed companies No. 16 issued by Shanghai Stock Exchange, And truthfully reflected the deposit and actual use of the raised funds in Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) 2021 in all major aspects.
7、 The concluding opinions of the recommendation institution on the special verification report issued by the company on the deposit and use of the company’s annual raised funds.
Special verification opinions issued by the sponsor Citic Securities Company Limited(600030) on the deposit and use of the company’s annual raised funds: Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) the deposit and use of the funds raised from the initial public offering of A-Shares in 2021 comply with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies According to the relevant regulations such as the Listing Rules of Shanghai Stock Exchange and the relevant measures for the management of raised funds of the company, the raised funds of the company are deposited in a special account for centralized management, and a three-party supervision agreement / four party supervision agreement has been signed with the sponsor and relevant banks; In 2021, the company did not use the funds raised by the initial public offering of A-Shares in violation of regulations.
It is hereby announced.
Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) board of directors March 3, 2022 schedule: comparison of use of raised funds
Comparison table of use of raised funds
Prepared by: Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) unit: RMB
Total funds invested and raised in 2021
Total raised funds 4201237724995388
Total amount of raised funds with changed purposes-
The accumulative total amount of raised funds invested is 319511320, and the proportion of the total amount of raised funds with changed purposes-
The total amount of investment after the adjustment of the committed investment project has been changed, the amount of investment in the current year has been committed as of the end of the period, the cumulative investment as of the end of the period, and whether the investment project as of the end of the period has reached the expected goal of this year and whether it has reached the feasibility goal of the pre project, Including the total input amount of the Department (1) the amount (2) the amount and the committed input progress, and the daily benefit has changed significantly
Difference of sub change amount (3) =% (4) = period
(if any) (2) – (1) (2) / (1)
Brand promotion and canal construction
