Securities code: 688246 securities abbreviation: Jiahe Meikang Announcement No.: 2021-002
Jiahe Meikang (Beijing) Technology Co., Ltd
Announcement on the use of some temporarily idle raised funds for cash management
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 legal liabilities for the authenticity, accuracy and integrity of its contents according to law.
Jiahe Meikang (Beijing) Technology Co., Ltd. (hereinafter referred to as “Jiahe Meikang” and “the company”) held the 19th meeting of the third board of directors and the 12th meeting of the third board of supervisors respectively on December 23, 2021, and deliberated and adopted the proposal on using some temporary idle raised funds for cash management It is agreed that the company will not affect the progress of the project invested by the raised funds, the normal production and operation of the company and ensure the safety of funds, The use limit shall not exceed RMB 800 million The temporarily idle raised funds (including this amount) are used for cash management for the purchase of investment products with high safety, good liquidity and guaranteed capital. The service life is within 12 months after the deliberation and approval of the board of directors. Within the above limit and service life, the funds can be used circularly and rollably. The company’s independent directors, the board of supervisors and the sponsor Huatai United Securities Co., Ltd (hereinafter referred to as the “sponsor”) has expressed clear consent to the above matters.
1、 Basic information of raised funds
According to the reply on Approving the registration of initial public offering of Jiahe Meikang (Beijing) Technology Co., Ltd. (CSRC license [2021]) issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”) No. 3468), the company was approved to publicly issue 34469376 ordinary shares in RMB, with a par value of 1 yuan per share, an issue price of 39.50 yuan per share, and the total amount of funds raised was 136.15404 million yuan. After deducting the issue expenses of 121.0832 million yuan, the net amount of funds raised was 124.04572 million yuan.
The raised funds have been fully paid on December 9, 2021, Dahua Certified Public Accountants (special general partnership) verified the availability of funds on December 9, 2021 and issued Dahua Yan Zi [2021] No. 000843 capital verification report. The company adopted a special account storage system for the raised funds. For details, see the company’s disclosure on the website of Shanghai Stock Exchange (www.sse. Com.. CN) Announcement on the listing of Jiahe Meikang’s initial public offering of shares on the science and innovation board.
2、 Investment projects with raised funds
According to the announcement on the listing of Jiahe Meikang’s initial public offering of shares on the science and innovation board, the investment projects raised by the company’s initial public offering of shares and the use plan of raised funds are as follows:
No. project name total investment of the project to be invested in raised funds (10000 yuan) (10000 yuan)
1. Specialized electronic medical record R & D project (emergency 20979.8120979.81)
Rescue direction, maternal and child specialty direction)
2 comprehensive electronic medical record upgrading project 16756.30 16756.30
3. Data center upgrading project 14979.7814979.78
4. Supplementary working capital 22284.1122284.11
Total 75000.00 75000.00
As the construction of investment projects with raised funds needs a certain period, according to the use plan of the company’s raised funds, some of the company’s raised funds are temporarily idle.
3、 Basic information of cash management using some temporarily idle raised funds this time
(i) Investment purpose
In order to improve the use efficiency of raised funds, make rational use of some temporarily idle raised funds, increase the company’s income and obtain more returns for the company and shareholders without affecting the construction and use of raised funds and the safety of raised funds.
（2） Types of investment products
The company will strictly control risks in accordance with relevant regulations, and plans to use some temporarily idle raised funds to purchase investment products with high safety, good liquidity and guaranteed principal. The maximum term of the products shall not exceed 12 months, and such cash management products shall not be used for pledge or investment for the purpose of securities investment.
（3） Investment period
It shall be valid within 12 months from the date of deliberation and approval by the board of directors.
（4） Investment quota
The company plans to use the temporarily idle raised funds of no more than RMB 800 million (including this amount) for cash management. Within the above quota and period, the funds can be used circularly and rolling, and will be returned to the special account for raised funds when due.
（5） Implementation mode
Within the limit and investment period, the financial director of the company is authorized to exercise the decision-making power of cash management investment, sign relevant contract documents and organize the implementation of matters related to cash management. The specific matters shall be implemented by the finance department.
（6） Information disclosure
The company will timely perform the obligation of information disclosure in accordance with the relevant provisions of the CSRC and Shanghai Stock Exchange, and will not change the purpose of the raised funds in a disguised form.
（7） Distribution of cash management income
The income obtained from the company’s cash management belongs to the company, which will be used preferentially for the working capital required by the company’s daily operation, and will be managed and used in strict accordance with the requirements of the CSRC and Shanghai Stock Exchange on the regulatory measures for raised funds.
4、 Impact on the daily operation of the company
The company plans to use part of the temporarily idle raised funds for cash management on the premise of ensuring the funds required for the company’s raised investment projects and ensuring the safety of the raised funds, which will not affect the normal turnover needs of the company’s daily funds and the normal operation of the raised funds projects, nor the normal development of the company’s main business. At the same time, the rational use of some temporarily idle raised funds for cash management will help to improve the use efficiency of raised funds, increase the company’s income and obtain more returns for the company and shareholders.
5、 Investment risk and risk control measures
(i) Investment risk
Although the company chooses cash management products of low-risk investment varieties, the financial market is greatly affected by the macro economy. The company will intervene appropriately according to the economic situation and changes in the financial market, but it does not rule out that the investment is affected by market fluctuations.
（2） Risk control measures
1. The company will handle relevant cash management business in strict accordance with relevant laws and regulations such as the Listing Rules of science and Innovation Board of Shanghai Stock Exchange, the articles of association and the management system of raised funds.
2. The company will timely analyze and track the investment direction and progress of investment products, strengthen risk control and ensure capital safety. If adverse factors are found or judged, corresponding measures will be taken in time.
3. The internal audit department of the company is responsible for auditing and supervising the use and custody of funds in this cash management. 4. The company’s independent directors and the board of supervisors have the right to supervise and inspect the use of funds, and can hire professional institutions to audit when necessary.
5. The company will timely perform the obligation of information disclosure in accordance with relevant laws, regulations and normative documents.
6、 Description of special opinions
(i) Opinions of independent directors
The independent directors of the company believe that the use of part of the over raised funds to repay bank loans and permanently supplement working capital for the company’s production and operation activities is conducive to improving the use efficiency of the raised funds, reducing financial expenses and further improving the profitability of the company, which is in line with the interests of the company and all shareholders. The use and review procedures of the over raised funds comply with laws such as guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, listing rules of Shanghai Stock Exchange on the Kechuang board, guidelines for the application of self regulatory rules of listed companies on the Kechuang board of Shanghai Stock Exchange No. 1 – standardized operation Laws, regulations and normative documents, the articles of association and the management system of raised funds do not change the purpose of raised funds and damage the interests of shareholders.
In conclusion, all independent directors agree that the company uses some temporarily idle raised funds for cash management.
（2） Opinions of the board of supervisors
The board of supervisors of the company believes that the company uses part of the temporarily idle raised funds of no more than RMB 800 million for cash management. The contents and deliberation procedures of the above matters comply with the Listing Rules of Shanghai Stock Exchange on the science and innovation board and the guidelines for the application of self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation The guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and other relevant laws and regulations, rules and other normative documents, as well as the provisions of the company’s measures for the management of raised funds, and the company’s use of some idle raised funds for cash management does not conflict with the construction content of raised funds investment projects, It will not affect the normal implementation of the investment projects with raised funds, the normal use of the company’s raised funds, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of the company’s shareholders, especially the interests of minority shareholders. It is in line with the interests of the company and all shareholders, and is conducive to improving the company’s fund use efficiency and obtaining good investment return.
In conclusion, the board of supervisors agreed that the company should use the temporarily idle raised funds of no more than RMB 800 million for cash management.
（3） Verification opinions of the recommendation institution
After verification, the recommendation institution believes that:
The company’s use of some idle raised funds for cash management has been deliberated and approved by the board of directors and the board of supervisors of the company, the independent directors have issued clear consent opinions and fulfilled the necessary legal procedures, It complies with the measures for the administration of securities issuance and listing recommendation business, the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange (revised in December 2020), the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (CSRC announcement [2012] No. 44) and the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation) And other relevant laws and regulations and exchange rules.
On the premise of ensuring the normal operation and fund demand of the company and not affecting the normal implementation of the investment projects with raised funds, the company can improve the fund use efficiency and obtain a certain investment income through cash management, which is in line with the interests of the company and all shareholders, and there is no disguised change in the use purpose of raised funds, It will not affect the normal implementation of the company’s fund-raising investment plan.
In conclusion, the recommendation institution has no objection to the company’s cash management using some idle raised funds this time.
7、 Online announcement attachment
(i) Independent opinions of independent directors of Jiahe Meikang (Beijing) Technology Co., Ltd. on matters related to the 19th meeting of the third board of directors;
（2） Verification opinions of Huatai United Securities Co., Ltd. on cash management of Jiahe Meikang (Beijing) Technology Co., Ltd. using some temporarily idle raised funds.
It is hereby announced.
Board of directors of Jiahe Meikang (Beijing) Technology Co., Ltd. December 27, 2021
