About Genbyte Technology Inc(003028)
Verification opinions on extending the period of cash management by using some idle raised funds and self owned funds China Merchants Securities Co.Ltd(600999) (hereinafter referred to as " China Merchants Securities Co.Ltd(600999) " or "recommendation institution") as a recommendation institution for initial public offering and listing of Genbyte Technology Inc(003028) (hereinafter referred to as " Genbyte Technology Inc(003028) " or "company"), in accordance with the administrative measures for securities issuance and listing recommendation business Regulatory guidelines for listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant provisions, as well as the actual investment of Genbyte Technology Inc(003028) raised funds in investment projects, have carefully carried out the cash management of Genbyte Technology Inc(003028) using some idle raised funds and self owned funds Prudent verification. The specific verification conditions are as follows:
1、 Basic information of raised funds
With the approval of the reply on approving Genbyte Technology Inc(003028) initial public offering of shares (zjxk [2020] No. 3309) issued by the China Securities Regulatory Commission, the company issued 27.4 million ordinary shares (A shares) to the public for the first time, with a par value of 1 yuan per share, an issue price of 21.75 yuan per share and a total raised capital of 59.95 million yuan, The net amount of raised funds after deducting the issuance expenses is RMB 560186200. The raised funds have been transferred to the designated account of the company on December 21, 2020. Tianjian Certified Public Accountants (special general partnership) verified and confirmed the completion of the raising and issued the Genbyte Technology Inc(003028) capital verification report (tjy [2020] No. 7-164) on December 22, 2020. The company stores the raised funds in a special account, and has signed a tripartite supervision agreement with the recommendation institution and the deposit bank of the raised funds. 2、 Use of raised funds
The investment projects and use plans of the funds raised by the company's public offering are as follows:
No. project name total investment amount of the project planned to use raised funds (10000 yuan) (10000 yuan)
1. Capacity expansion and product upgrading project of intelligent control components 37911063620000
2 construction project of zero power consumption starting protector 602410319862
3. R & D center construction project 969180862000
4. Supplementary working capital 950 Faw Jiefang Group Co.Ltd(000800) 000
Total 63126965601862
3、 Reasons for idle raised funds
During the implementation of the company's investment project with raised funds, due to the actual needs of the project, the raised funds need to be invested gradually by stages. At this stage, it belongs to the project construction period, and there are temporarily idle raised funds.
4、 The company extended the use of temporarily idle raised funds and its own funds to purchase financial products
(I) investment purpose
In order to improve the use efficiency of funds and make rational use of idle funds, without affecting the normal production and operation of the company and the normal operation of investment project construction, the company plans to use some idle raised funds to continue to buy principal guaranteed financial products with high safety and liquidity, and use some idle self owned funds to buy non principal guaranteed financial products with low risk and high liquidity, Increase the company's income.
(II) capital source and investment amount
1. In order to improve the use efficiency of idle raised funds and make rational use of idle raised funds, without affecting the normal implementation progress of the company's raised investment projects, the company plans to continue to use idle raised funds with a maximum amount of no more than 350 million yuan for cash management (purchase principal guaranteed financial products), which is valid for 12 months from the date of deliberation and approval by the general meeting of shareholders, The above quota can be recycled and used by the company within the validity period. The cash management of idle raised funds shall be returned to the special account for raised funds upon expiration.
2. In order to improve the use efficiency of idle self owned funds, on the premise of ensuring the daily operation capital demand and capital safety, the company plans to continue to use its own funds with a maximum amount of no more than RMB 400 million to purchase non principal guaranteed financial products with low risk and high liquidity. Within the validity period, the above quota can be used by the company in a circular and rolling manner.
(III) investment varieties
The company will strictly control risks in accordance with relevant regulations, strictly evaluate investment products, conduct cash management of idle raised funds, and purchase commercial bank products with an investment period of no more than 12 months or low-risk financial products with high security, good liquidity and breakeven of other financial institutions. It is not used for stocks and their derivatives, securities investment funds and financial products with securities investment as the subject matter.
1. The varieties of idle raised funds are short-term principal guaranteed financial products with high safety and good liquidity, and the investment period shall not exceed one year. The financial products shall not be used for pledge, and the special settlement account for the purchase of financial products with short-term idle raised funds shall not deposit non raised funds or be used for other purposes.
2. The financial products purchased with idle self owned funds are low-risk non breakeven financial products issued by banks, trusts, securities and other financial institutions. In the self owned capital investment quota approved this time, part of the funds will be used to purchase non breakeven financial products, mainly based on the reduction in the number of optional breakeven financial products after the introduction and implementation of the new asset management regulations, and the superposition of the current relatively abundant market liquidity, the continuous decline in the yield of breakeven financial products, and the purchase of non breakeven financial products with low risk and good income level, It will help to improve the rate of return. The company will give priority to qualified professional financial institutions with good credit status and financial status, no bad credit record and strong profitability as the trustee for investment.
(IV) investment period
The proposal shall be valid within 12 months from the date of deliberation and approval of the general meeting of shareholders.
(V) implementation mode
According to the provisions of the articles of association and the stock listing rules of Shenzhen Stock Exchange (revised in 2022), the amount of financial products to be purchased this time has exceeded 30% of the company's latest audited net assets, which must be submitted to the general meeting of shareholders for deliberation and implementation after being deliberated and approved by the general meeting of shareholders.
After the deliberation and approval of the general meeting of shareholders, the board of directors of the company authorizes the chairman and management of the company to exercise the investment decision-making power within the limit and sign relevant legal documents (including but not limited to: selecting the qualified issuer of financial products, clarifying the financial amount, selecting the variety of financial products, signing contracts, etc.), and authorizes the financial department of the company to implement relevant matters.
(VI) description of association relationship
The company and the issuer of financial products shall not be associated.
(VII) information disclosure
The company will disclose the details of the cash management of idle raised funds in accordance with the requirements of relevant laws and regulations, such as the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies 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 Investment risk analysis and risk control measures
(I) investment risk
1. The company will choose low-risk investment varieties for cash management, but the financial market is greatly affected by the macro-economy. It is not ruled out that the income will be affected by market fluctuations.
2. The company will intervene timely and appropriately according to the economic situation and changes in the financial market, so the actual income of short-term investment is unpredictable.
3. Operational risks and monitoring risks of relevant staff.
(II) risk control measures
1. When the company conducts cash management, it will choose low-risk investment products with good liquidity, high safety and a term of no more than 12 months, and clarify the amount, term, investment varieties, rights, obligations and legal liabilities of both parties.
2. The relevant personnel of the Finance Department of the company will analyze and track the changes in the net value of the products in real time. If the evaluation finds that there are risk factors that may affect the company's capital safety, adverse changes in profitability, loss of investment products inconsistent with the situation at the time of purchase, they will take corresponding measures in time to control the investment risk.
3. The Audit Department of the company is responsible for conducting a comprehensive inspection of the products on a regular basis and reasonably predicting the possible risks and benefits of various investments according to the principle of prudence.
4. 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 disclose the specific progress of the company's cash management in accordance with the relevant provisions of Shenzhen Stock Exchange.
6、 The company's use of idle raised funds and self owned funds to purchase financial products within 12 months before the date of this announcement
As of the date of issuance of this verification opinion, the company has used some idle raised funds for cash management of RMB 350 million (excluding the amount of due Redemption), and used its own funds for cash management of RMB 70 million (excluding the amount of due Redemption), It does not exceed the amount and period of cash management approved by the 10th (Interim) meeting of the second board of directors, the 7th (Interim) meeting of the second board of supervisors and the first extraordinary general meeting of shareholders in 2021.
As of the 12 months before the issuance date of this verification opinion, the cumulative situation of the company using some temporarily idle raised funds and its own funds for cash management is as follows:
Contracted bank product name product type purchase amount product term expected annualized rate of return fund source actual redemption income (10000 yuan) (10000 yuan)
China Merchants Bank Co.Ltd(600036) Co., Ltd. China Merchants Bank Co.Ltd(600036) gold counting series bearish three-tier breakeven floating income type 27 China Vanke Co.Ltd(000002) 021 / 4 / 19 to 1.65% - 3.69% raised funds are 91 day structured deposits 2021 / 7 / 19 of Shenzhen Fuqiang sub branch of company 205.31
China China Everbright Bank Company Limited Co.Ltd(601818) Co., Ltd. has a 2021 linked exchange rate to corporate structural breakeven floating income type of 5 China Vanke Co.Ltd(000002) 021/4/16 to 1.0% - 3.15%, and the raised funds are the fourth product of deposit customization of Shenzhen Branch of 38.13 Co., Ltd. 3 Zoje Resources Investment Co.Ltd(002021) / 7 / 16
China China Minsheng Banking Corp.Ltd(600016) shares have Juying shares - linked to the Shanghai and Shenzhen 300 index 2021 / 4 / 16 to
Limited company Shenzhen Branch structured deposit Principal Guaranteed floating income type 3 China Vanke Co.Ltd(000002) 021 / 7 / 16 1.20% - 3.20% raised fund is 13.38 (sdga210043d)
China China Minsheng Banking Corp.Ltd(600016) Co., Ltd. has Guizhu fixed income and profit increasing double month automatic renewal of fixed income (Feng 2021 / 5 / 26 to
Limited company Shenzhen Branch (Corporate) financial product insurance grade: Grade II, 5 China Vanke Co.Ltd(000002) 021 / 7 / 27 (3.50% of its own funds is 33.73, lower risk)
China Merchants Bank Co.Ltd(600036) Co., Ltd. China Merchants Bank Co.Ltd(600036) dianjin series enterprising view from July 20, 2021 to
Shenzhen Fuqiang sub branch of the company fell two-tier interval 92 days structural deposit Principal Guaranteed floating income type 27 China Vanke Co.Ltd(000002) 021 / 10 / 20 1.65% - 3.16% raised funds 215.05 (Product Code: nsz01442)
China China Everbright Bank Company Limited Co.Ltd(601818) shares have a corporate structure linked to the exchange rate in 2021 from July 19, 2021 to
Limited company Shenzhen Branch deposit customization phase VII product 336 (production guaranteed floating income type 5 China Vanke Co.Ltd(000002) 021 / 10 / 19, 1.00% - 3.20% of the raised funds is 38.75, product No.: 2021101046344)
China China Everbright Bank Company Limited Co.Ltd(601818) shares have a corporate structure linked to the exchange rate in 2021 from July 19, 2021 to
Limited company Shenzhen branch unified deposit issuance phase 19 product 2 (production guaranteed floating income type 2 China Vanke Co.Ltd(000002) 021 / 9 / 30 1.00% - 3.16% of the raised funds is 12.07 product No.: 2021101046321)
Fixed income, non guaranteed
Chinese people
