Sunwave Communications Co.Ltd(002115) Sunwave Communications Co.Ltd(002115)
Securities code: Sunwave Communications Co.Ltd(002115) securities abbreviation: Sunwave Communications Co.Ltd(002115) Announcement No.: 2022024 Sunwave Communications Co.Ltd(002115)
Announcement on the cancellation of some special accounts for funds raised by non-public offering of shares
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Basic information of funds raised by non-public offering of shares
The non-public issuance of no more than 215088800 new shares by Sunwave Communications Co.Ltd(002115) (hereinafter referred to as “the company” or ” Sunwave Communications Co.Ltd(002115) “) is approved by the China Securities Regulatory Commission in the reply on approving Sunwave Communications Co.Ltd(002115) non-public development of shares (zjxxk [2020] No. 3312). The company actually issued 101695646 new shares this time, with a total raised capital of 46779997160 yuan and a net raised capital of
45351142248 yuan. The raised funds were in place on November 23, 2021, and have been verified by Tianjian Certified Public Accountants (special general partnership) with Tianjian Yan (2021) No. 658 capital verification report.
2、 Deposit and management of raised funds
In order to regulate the management and use of the company’s raised funds and protect the rights and interests of investors, in accordance with relevant laws such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies, the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, etc According to the regulations, normative documents and the company’s measures for the administration of the use of raised funds, the company has implemented a special account storage system for the raised funds. The company and the recommendation institution Zheshang Securities Co.Ltd(601878) have signed the tripartite supervision agreement for raised funds with Bank Of Hangzhou Co.Ltd(600926) Business Department of the deposit bank of raised funds and Santang branch of Hangzhou United Rural Commercial Bank Co., Ltd. The company, its subsidiary Zhejiang Xinzhan Communication Technology Co., Ltd. and the sponsor Zheshang Securities Co.Ltd(601878) signed the four party supervision agreement on raised funds with the deposit bank of raised funds, Bohai Bank Co., Ltd. Hangzhou branch and China Merchants Bank Co.Ltd(600036) Hangzhou branch Qiantang branch respectively.
The opening of the special account for raised funds is as follows:
Order opening bank account name bank account No. special account purpose
number
Bank Of Hangzhou Co.Ltd(600926) Co., Ltd. Sunwave Communications Co.Ltd(002115) 5g communication infrastructure construction and operation item 1 Co., Ltd. Business Co., Ltd. 3 Zhangjiagang Zhonghuan Hailu High-End Equipmentco.Ltd(301040) 1 Jinzhou Port Co.Ltd(600190) 7288 projects, supporting 5g’s new generation multi network integration department, covering industrialization projects and supplementing working capital
Sunwave Communications Co.Ltd(002115) Sunwave Communications Co.Ltd(002115)
Gold project
Hangzhou United Rural Sunwave Communications Co.Ltd(002115)
2 Commercial Bank Co., Ltd. 201000292439408 supplementary working capital project
Ltd. Santang company
Sub branch
Zhejiang Xinzhan 5g communication infrastructure construction and operation project 3 Co., Ltd. of Bohai Bank Co., Ltd. Hangzhou communication technology 2048548027000287 project
Branch Co., Ltd
China Merchants Bank Co.Ltd(600036) Co., Ltd. Zhejiang Xinzhan 5g communication infrastructure construction and operation project 4 Co., Ltd. Hangzhou communication technology 571909342210111 project
Branch Qiantang sub branch Co., Ltd
Note:
1. On December 8, 2021, the company held the 16th meeting of the 6th board of directors and the 14th meeting of the 6th board of supervisors, deliberated and adopted the proposal on adjusting the amount of raised funds to be invested in some raised funds investment projects. After careful consideration, the company will no longer use the raised funds to support the new generation multi network integration and coverage industrialization project of 5g.
2. All the raised funds of 5g communication infrastructure construction and operation projects have been deposited into the special raised funds accounts opened by the company’s subsidiary Zhejiang Xinzhan Communication Technology Co., Ltd. in Hangzhou branch of Bohai Bank Co., Ltd. and China Merchants Bank Co.Ltd(600036) Hangzhou branch Qiantang sub branch.
3、 Information of the special account for raised funds cancelled this time
On December 8, 2021, the company held the 16th meeting of the 6th board of directors and the 14th meeting of the 6th board of supervisors, deliberated and passed the proposal on adjusting the amount of raised funds to be invested in some investment projects with raised funds. Since the actual net amount of raised funds in this issuance was 453511400 yuan, which was less than the amount of raised funds to be used was 1272 million yuan, According to the progress of each project, the company adjusted the actual amount of raised funds invested in the project with raised funds, and added working capital after adjustment. The amount of raised funds invested in the project was 1360114 million yuan.
Up to now, the supplementary working capital project has been implemented. In order to facilitate account management, the company has cancelled the special account for the raised funds of the project, and transferred the surplus funds (all interest income) to the basic account of the company for permanent supplementary working capital.
According to the relevant provisions of the guidelines for self regulation of listed companies No. 1 – standardized operation of listed companies on the main board, if the surplus funds (including interest income) are less than 5 million yuan or less than 1% of the net funds raised by the project, the deliberation procedures such as the board of directors and the general meeting of shareholders may be exempted, and their use shall be disclosed in the annual report. According to the above provisions, the cancellation of the company’s special account for raised funds can be exempted from being submitted to the board of directors for deliberation, and there is no need for the sponsor to express verification opinions.
As of March 2, 2022, the surplus funds (all interest income) of the company’s special account for raised funds cancelled this time are 69371651 yuan, as follows:
Sunwave Communications Co.Ltd(002115) Sunwave Communications Co.Ltd(002115)
Sequence account name deposit bank special account No. before cancellation (yuan)
1 Sunwave Communications Co.Ltd(002115) shares Bank Of Hangzhou Co.Ltd(600926) business department 3 Zhangjiagang Zhonghuan Hailu High-End Equipmentco.Ltd(301040) 1 Jinzhou Port Co.Ltd(600190) 728863588499 Co., Ltd
2 Sunwave Communications Co.Ltd(002115) Co., Ltd. Hangzhou United Rural Commercial Bank Co., Ltd. 20100029243940857831.52 Santang sub branch
Total 69371651
The company has completed the cancellation procedures of the above special account for raised funds on March 2, 2022, and the balance of the special account for raised funds has been transferred to Sunwave Communications Co.Ltd(002115) basic account.
After the cancellation of the above special account for raised funds, the tripartite supervision agreement on raised funds signed by the company and Zheshang Securities Co.Ltd(601878) with Bank Of Hangzhou Co.Ltd(600926) and Hangzhou United Bank shall be terminated accordingly. It is hereby announced.
Sunwave Communications Co.Ltd(002115) board of directors March 4, 2022
