Dongxing Securities Corporation Limited(601198)
about
Hangzhou Heshun Technology Co., Ltd. made an initial public offering and was listed on the gem
of
Issuance recommendation
Sponsor (lead underwriter)
(floor 12 and 15, block B, Xinsheng building, No. 5, Financial Street, Xicheng District, Beijing)
January, 2002
Statement
Hangzhou Heshun Technology Co., Ltd. (hereinafter referred to as “Heshun technology” or “issuer” or “company”) intends to apply for IPO and listing on GEM (hereinafter referred to as “this securities offering” or “this offering”), And has hired Dongxing Securities Corporation Limited(601198) (hereinafter referred to as ” Dongxing Securities Corporation Limited(601198) ” or “sponsor”) as the sponsor of IPO and listing on GEM.
In accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), the measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation) (hereinafter referred to as the “measures for the administration of the registration of initial public offerings on the gem”) and the Listing Rules of gem shares on the Shenzhen Stock Exchange (hereinafter referred to as “Listing Rules”) “Shenzhen Stock Exchange gem stock issuance and listing review rules” (hereinafter referred to as “gem issuance and listing review rules”) “measures for the administration of securities issuance and listing recommendation business”, “standards for the content and format of information disclosure by companies issuing securities No. 27 – issuance recommendation letter and issuance recommendation work report” The working standards for due diligence of sponsors and other laws and regulations, as well as the relevant provisions of the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) and Shenzhen Stock Exchange (hereinafter referred to as the “Shenzhen Stock Exchange”), Dongxing Securities Corporation Limited(601198) and its sponsor representatives are honest, trustworthy, diligent and conscientious, in strict accordance with the business rules formulated according to law The issuance recommendation letter shall be issued in accordance with the industry practice code and code of ethics, and the authenticity, accuracy and integrity of the issued documents shall be guaranteed.
Unless otherwise specified in this offering recommendation letter, relevant terms or abbreviations have the same meaning as in the prospectus of Hangzhou Heshun Technology Co., Ltd. for initial public offering and listing on GEM. Relevant opinions are as of the date of issuance of this offering recommendation letter.
catalogue
Declare that 1 catalog Section 1 basic information of this securities issuance three
1、 Basic information of relevant personnel designated by the recommendation institution three
2、 Basic information of the issuer 4 III. interests and main business transactions between the recommendation institution and its related parties and the issuer and its related parties five
4、 Internal audit procedures and core opinions of the recommendation institution Section 2 commitments of the sponsor Section III recommendation of the sponsor on this securities offering ten
1、 Sponsor conclusion ten
2、 The decision-making procedures performed by the issuer in this offering ten
3、 This securities issuance meets the issuance conditions stipulated in the company law eleven
4、 This securities issuance meets the issuance conditions stipulated in the securities law eleven
5、 The issuer’s issuance meets the issuance conditions of the measures for the administration of initial registration of gem twelve
6、 Verification of relevant behaviors such as paid employment of third-party institutions and individuals eighteen
7、 Verification of the issuer’s private investment fund filing nineteen
8、 Issuer’s main risk tips nineteen
9、 Main financial information and operating conditions after the audit deadline of the company’s financial report twenty-one
10、 The evaluation of the sponsor on the development prospect of the issuer 24 Annex I: twenty-seven
Section 1 basic information of this securities issuance
1、 Basic information of relevant personnel designated by the recommendation institution
(I) name of recommendation institution
The name of the sponsor is .
(II) sponsor representative
The recommendation representatives designated by the recommendation institution are Zhong Lang and Mao haolie.
1. Zhong Lang, sponsor representative, master of economic law, business director of Dongxing Securities Corporation Limited(601198) investment bank headquarters, has 13 years of experience in investment banking, and has presided over or participated in Zhejiang Heda Technology Co.Ltd(688296) ( Zhejiang Heda Technology Co.Ltd(688296) ) IPO project, Guilin Tourism Corporation Limited(000978) ( Guilin Tourism Corporation Limited(000978) ) refinancing project, Guangxi Wuzhou Communications Co.Ltd(600368) ( Guangxi Wuzhou Communications Co.Ltd(600368) ) refinancing project, Guanglu Digital Survey ( Oriental Times Media Corporation(002175) ) refinancing project Western Securities Co.Ltd(002673) ( Western Securities Co.Ltd(002673) ) refinancing project, Zhejiang Jiaxin Silk Corp.Ltd(002404) ( Zhejiang Jiaxin Silk Corp.Ltd(002404) ) refinancing project, and many other restructuring counseling, financial consulting and new third board listing projects.
2. Mao haolie, sponsor representative, master of economics, managing director of Dongxing Securities Corporation Limited(601198) investment bank headquarters, has 18 years of working experience in investment banking, solid financial theory and rich experience in investment banking projects, is familiar with securities market laws and regulations, and has a comprehensive and profound understanding of the securities market. He has presided over and participated in Zhejiang Zhenyuan Share Co.Ltd(000705) ( Zhejiang Zhenyuan Share Co.Ltd(000705) ) non tradable state equity reform project, Zhejiang Jiaxin Silk Corp.Ltd(002404) ( Zhejiang Jiaxin Silk Corp.Ltd(002404) ) IPO project, 2016 refinancing project, Zoje ( Zoje Resources Investment Co.Ltd(002021) ) refinancing project, Yto Express Group Co.Ltd(600233) backdoor seller financial consulting project and other projects.
Zhong Lang and Mao haolie strictly abide by the measures for the administration of securities issuance and listing recommendation business and other relevant provisions in the practice of recommendation business, and have a good practice record.
The issuance recommendation letter is attached with the special authorization of the recommendation representative. See Annex I for details.
(III) Project Co sponsor
The Project Co organizer designated by the sponsor is Zhang chongjun.
Zhang chongjun, master of management, vice president of headquarters business of Dongxing Securities Corporation Limited(601198) investment bank, has 7 years of experience in investment banking, has a solid foundation of financial theory, is familiar with securities market laws and regulations, and has presided over or participated in Jiangsu Feiliks International Logistics Inc(300240) ( Jiangsu Feiliks International Logistics Inc(300240) ) major asset restructuring project, information technology IPO project, Kechuan technology IPO project, Shareate Tools Ltd(688257) IPO project Zhejiang Heda Technology Co.Ltd(688296) ( Zhejiang Heda Technology Co.Ltd(688296) ) IPO project.
Zhang chongjun strictly abides by the measures for the administration of securities issuance and listing recommendation business and other relevant provisions in the practice of recommendation business, and has a good practice record.
(IV) other members of the project team
Other project team members of this securities issuance project include: Wang Rui, Zheng Weichen, Zheng Tianjiao, Liu Hang and Li Na.
2、 Basic information of the issuer
(I) overview of the issuer
Hangzhou Heshun Technology Co., Ltd
English Name: Hangzhou Heshun Technology Co., Ltd
Registered capital: 60 million yuan
Legal representative: fan Heqiang
Date of establishment of the company: June 16, 2003
Incorporated on June 5, 2015
Registered address: room 512, floor 5, building 1, No. 11, Liangzhan Road, Renhe street, Yuhang District, Hangzhou, Zhejiang Province
The main production and operation place is No. 69, Dingsheng Road, LEIDIAN Town, Deqing County, Huzhou City, Zhejiang Province
Postal Code: 311107
Tel: 057186318555
Fax No.: 057186322798
Internet address http://www.hzhssy.com./
E-mail [email protected].
The Department responsible for information disclosure and investor securities relations
Xie Xiaorui, person in charge of information disclosure
Contact number of information disclosure Department: 057186318555
Production of insulating materials, plastic particles and polyester film.
Services: technical development and services of functional films; Wholesale and retail: hardware and electricity, plastic products, chemical fiber, business scope, textiles; Import and export of goods (except for items prohibited by laws and administrative regulations, and items restricted by laws and administrative regulations can be operated only after obtaining permission). (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(II) type of securities issuance
Initial public offering of RMB common shares (A shares) and listing on GEM.
3、 Interests and main business transactions between the recommendation institution and its related parties and the issuer and its related parties
After carefully checking the interests of the issuer and its related parties with the recommendation institution and its related parties, the recommendation institution and the recommendation representative of this securities issuance ensure that there are no following circumstances that may affect the fair performance of the recommendation duties, as follows:
(I) the sponsor or its controlling shareholders, actual controllers and important related parties hold or hold the shares of the issuer or its controlling shareholders, actual controllers and important related parties through participating in the strategic placement of this issuance; (II) the issuer or its controlling shareholders, actual controllers and important related parties hold the shares of the recommendation institution or its controlling shareholders, actual controllers and important related parties;
(III) the recommendation representative of the recommendation institution and their spouses, directors, supervisors and senior managers hold shares of the issuer or its controlling shareholders, actual controllers and important related parties, and hold positions in the issuer or its controlling shareholders, actual controllers and important related parties;
(IV) the controlling shareholders, actual controllers and important related parties of the recommendation institution and the controlling shareholders, actual controllers and important related parties of the issuer provide guarantees or financing to each other;
(V) other interests between the recommendation institution and the issuer.
(VI) in this offering and listing, the recommendation institution and its related parties have other business dealings with the issuer and its related parties except that the recommendation institution acts as the guidance institution, recommendation institution and lead underwriter of the issuer.
4、 Internal audit procedures and core opinions of the recommendation institution
The sponsor has established perfect internal control systems such as due diligence system, counseling system, internal verification system, continuous supervision system, continuous training system and recommendation working paper system.
According to the requirements of the guidelines on internal control of investment banking business of securities companies issued by the CSRC, the recommendation business of the recommendation institution has established three internal control lines of defense, specifically: (I) the project team and business departments constitute the first line of defense; (II) the quality control department forms the second line of defense; (III) the core management department, compliance and legal department and other relevant departments constitute the third line of defense.
The internal project audit process of the sponsor mainly includes project approval review process, quality control audit process, core process and subsequent management process.
(I) project initiation review process
The investment banking business management committee of the recommendation institution sets up a recommendation underwriting and M & a business project approval team (hereinafter referred to as the “project approval team”) as the project approval agency of the recommendation underwriting and M & a business, and makes a decision on whether to approve the investment banking project. The specific process is as follows:
1. Project initiation application and internal audit of business department
After preliminary due diligence, the project team believes that the project meets the project approval standards of the sponsor. On August 28, 2020, the project team submitted the self-examination form of conflict of interest and relevant supporting materials, project approval application report and other materials helpful to understand the quality and risks of the project.
The full-time compliance personnel of the business department reviewed the conflict of interest and expressed clear opinions on the review results on August 28, 2020. The person in charge of the project and the person in charge of the business department reviewed the full set of project initiation application documents and signed the review opinions on August 28, 2020.
2. Reviewed by quality control department
The quality control department shall check and judge whether the project meets the project approval standards and conditions, and issue clear audit opinions on August 31, 2020.
3. Conflict of interest review of compliance legal department
The compliance legal department conducted a conflict of interest review and issued a clear opinion on August 31, 2020.
4. Review and voting of the project initiation group
The quality control department is responsible for arranging the project review. On the basis of adhering to the avoidance principle, select the project members from the list of project team members and send the project materials to the project members.
The project review and voting meet the following conditions: (I) the number of members participating in the project review shall not be less than 5; (II) the number of members from the internal control department shall not be less than 1 / 2 of the total number of members participating in the voting. The project initiation team performs its duties by means of on-site, communication and written voting, and makes a decision on whether the project can be approved by voting. The project approval committee shall complete the project approval within three working days after receiving the project approval materials. On September 7, 2020, the number of consent votes reached more than 2 / 3 (including) of the members participating in the voting, which was passed by vote.
The quality control department shall prepare the project initiation resolution in the form of written or electronic documents. After being confirmed by the voting members, the quality control department shall notify the project team, the voting members and the heads of relevant departments of the project initiation resolution.
5. Approved by the leader in charge of business
On September 9, 2020, the leader in charge of business approved and the project was approved.
(II) quality control audit process
After the project team completed due diligence, prepared working papers and prepared application documents, the project team and business department applied to the quality control department for quality control audit on October 15, 2020.
The quality control department assigned Du Qing, Li Peng and Pei Jie to conduct on-site inspection from October 19 to 23, 2020, including: asking relevant personnel of the project company and the project team; Observe the production and operation activities of the project company; Check the project working paper and other relevant documents and records; Consult the documents, materials and information related to the verification process. According to the on-site verification, the on-site inspectors analyze and judge the project risks and the practice of the project team, form a clear on-site verification conclusion, form an on-site verification report on October 23, 2020 and submit it to the quality control department
