Securities code: Guanghui Logistics Co.Ltd(600603) securities abbreviation: Guanghui Logistics Co.Ltd(600603) Announcement No.: 2022018 Guanghui Logistics Co.Ltd(600603)
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 responsibilities for the authenticity, accuracy and completeness of its contents. In accordance with China Securities Regulatory Commission (hereinafter referred to as “CSRC”), 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), measures for the administration of raised funds by listed companies of Shanghai Stock Exchange (revised in 2013), and other relevant provisions, The deposit and actual use of the raised funds of Guanghui Logistics Co.Ltd(600603) (hereinafter referred to as “the company” or ” Guanghui Logistics Co.Ltd(600603) “) in 2021 are reported as follows:
1、 Basic information of raised funds
(I) actual amount of raised funds and time of fund arrival
The company issued 104011887 new shares at rmb13.46/share in April 2017, approved by the reply of China Securities Regulatory Commission on Approving the major asset restructuring of Dazhou Xingye Holding Co., Ltd. and issuing shares to purchase assets and raise supporting funds from Xinjiang Guanghui industrial investment (Group) Co., Ltd. (zjxk [2016] No. 3162), Raised matching funds (hereinafter referred to as “this non-public offering”) of 140 million yuan. After deducting the issuance expenses, the actual usable amount of the raised funds is 1384122400 yuan.
Daxin Certified Public Accountants (special general partnership) verified the availability of the above funds and issued the capital verification report (dxyz [2017] No. 3 Ping An Bank Co.Ltd(000001) ).
(II) amount used and current balance in the current year
The company used 130536 million yuan of raised funds this year, all of which were used for “Urumqi North Railway Station Logistics comprehensive base project”.
As of December 31, 2021, the company has used 8879107 million yuan of raised funds, including 5931953 million yuan to supplement the company’s working capital and repay the loans of financial institutions, 1958495 million yuan to “Urumqi North Station Logistics comprehensive base project”, and 988659 million yuan to permanently supplement the company’s working capital by changing the “community Internet comprehensive service platform project”. The remaining raised funds and their interest amount to 506898300 yuan (including interest). In order to improve the use efficiency of the raised funds, the company uses the temporarily idle raised funds of 550 million yuan to temporarily supplement the working capital, which is considered and approved by the sixth meeting of the ninth board of directors held on August 9, 2019, for a period of no more than 12 months from the date of approval by the board of directors. As of July 21, 2020, the company has returned the temporary supplementary working capital of 550 million yuan to the special account for raised funds.
According to the deliberation and approval of the eighth meeting of the ninth board of directors in 2020 held on July 22, 2020, the company uses the temporarily idle raised fund of 535 million yuan to temporarily supplement the working capital for a period of no more than 12 months from the date of approval by the board of directors. As of June 1, 2021, the company has returned 535 million yuan of temporary supplementary working capital to the special account for raised funds.
According to the deliberation and approval of the fifth meeting of the 10th board of directors in 2021 held on June 2, 2021, the company uses the temporarily idle raised fund of 508.8 million yuan to temporarily supplement the working capital for a period of no more than 12 months from the date of approval by the board of directors. As of December 31, 2021, the company used the temporarily idle raised funds to temporarily supplement the working capital balance of 505.7 million yuan, which has not been returned to the special account for raised funds; The balance and interest of the raised funds deposited in the special account for raised funds were RMB 1.1983 million.
2、 Management of raised funds
(I) management of raised funds
In order to regulate the management and use of the raised funds, the company, in accordance with the relevant provisions of the CSRC’s guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies, the measures for the administration of the raised funds of listed companies on the Shanghai Stock Exchange (revised in 2013) and the articles of association, and in combination with the actual situation, before the raised funds are in place, The management system of raised funds was revised, and specific provisions were made on the storage, use, approval, change, supervision and disclosure of the use of raised funds.
In accordance with the relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange and the relevant provisions of the company’s management system for raised funds, the company has opened special accounts for raised funds in Shanghai Branch of Bohai Bank Co., Ltd. and Shanghai Pudong Development Bank Co.Ltd(600000) Urumqi branch respectively. On May 5, 2017, the company, the independent financial consultant Southwest Securities Co.Ltd(600369) (hereinafter referred to as ” Southwest Securities Co.Ltd(600369) “) and the banks opening special accounts for raised funds signed the tripartite supervision agreement on the storage of special accounts for raised funds respectively.
On March 16 and April 7, 2017, the first meeting of the ninth board of directors of the company in 2017 and the 2016 annual general meeting of shareholders deliberated and approved the proposal on the acquisition of the equity of Xinjiang Electromechanical Equipment Co., Ltd. by the holding subsidiary and the change of the implementation subject and related party transaction of the investment project with raised funds, It is agreed that the company will change the implementation subject of the raised capital investment project “Urumqi North Railway Station comprehensive logistics base project” to Xinjiang Electromechanical Equipment Co., Ltd. (hereinafter referred to as “electromechanical company”), a wholly-owned subsidiary. The electromechanical company and Xinjiang Yazhong logistics business network Co., Ltd., a wholly-owned subsidiary of the company (the implementation subject of the fund-raising project “replenishing working capital and repaying loans from financial institutions”, hereinafter referred to as “Yazhong logistics”) respectively opened special accounts for raised funds in Shanghai Branch of Bohai Bank Co., Ltd.
On May 8, 2017, the company, Southwest Securities Co.Ltd(600369) , Bohai Bank Shanghai Branch signed the four party supervision agreement on the storage of special account for raised funds with electromechanical company and Asia China logistics respectively.
In order to clearly distinguish the current business of the electromechanical company from its ongoing fund-raising investment project “Urumqi North Railway Station comprehensive logistics base project”, so as to be more conducive to the company’s management of fund-raising projects, on August 3, 2017, The electromechanical company established Urumqi huilingxian branch (hereinafter referred to as “huilingxian branch”) and opened a special account for raising funds.
On December 11, 2017, the company, electromechanical company, huilingxian branch, Southwest Securities Co.Ltd(600369) , and Shanghai Branch of Bohai Bank Co., Ltd. signed the five party supervision agreement on the storage of special account for raised funds
The above matters have been discussed at the first meeting of the ninth board of directors in 2018 and 2018
It was deliberated and adopted at the first extraordinary general meeting of shareholders in.
Company, Asia China logistics, electromechanical company, huilingxian branch and Southwest Securities Co.Ltd(600369) , Bank of deposit
The bank conscientiously performed the responsibilities of all parties in accordance with the regulatory agreement and strictly enforced the use of raised funds
Approval and supervision procedures to ensure that special funds are used for special purposes.
During the reporting period, the above three parties, four parties and five parties
Regulatory agreements have been effectively implemented.
(II) storage of raised funds in special account
As of December 31, 2021, the storage of funds raised by this non-public offering in the special account is as follows:
Below:
Unit: 10000 yuan
Account opening bank account amount
Guanghui Logistics Co.Ltd(600603) Bohai Bank Co., Ltd. Shanghai 200344161900012526.49 branch
Guanghui Logistics Co.Ltd(600603) Shanghai Pudong Development Bank Co., Ltd. Jiangsu Financial Leasing Co.Ltd(600901) 548 Shenzhen Cereals Holdings Co.Ltd(000019) 9192.29 Urumqi Branch
Xinjiang Yazhong logistics business network Co., Ltd. 20035079170001380.00
Xinjiang Electromechanical Equipment Co., Ltd. Bohai Bank Co., Ltd. Shanghai 200350789 Shenzhen China Bicycle Company (Holdings) Limited(000017) 20.38 branch
Urumqi 200408304 Wuhan Zhongyuan Huadian Science And Technology Co.Ltd(300018) 80.67 Muqi huilingxian branch of Xinjiang Electromechanical Equipment Co., Ltd
Total 119.83
3、 Actual use of raised funds this year
(I) progress of raised investment projects
See the attached table for details: Guanghui Logistics Co.Ltd(600603) 2021 comparison table of the use of raised funds.
(II) early investment and replacement of raised investment projects
In 2021, the company did not use the raised funds to replace the self raised funds invested in advance
Situation.
(III) change of the implementation subject and place of the project invested by raised funds
In 2021, the company did not change the implementation subject and place of the project invested by raised funds.
(IV) temporary replenishment of working capital with idle raised funds
According to the deliberation and approval of the sixth meeting of the ninth board of directors in 2019 held on August 9, 2019, the company uses the temporarily idle raised fund of 550 million yuan to temporarily supplement the working capital for a period of no more than 12 months from the date of approval by the board of directors. As of July 21, 2020, the company has returned the temporary supplementary working capital of 550 million yuan to the special account for raised funds.
According to the deliberation and approval of the eighth meeting of the ninth board of directors in 2020 held on July 22, 2020, the company uses the temporarily idle raised fund of 535 million yuan to temporarily supplement the working capital for a period of no more than 12 months from the date of approval by the board of directors. As of June 2, 2021, the company has returned 535 million yuan of temporary supplementary working capital to the special account for raised funds.
According to the deliberation and approval of the fifth meeting of the 10th board of directors in 2021 held on June 2, 2021, the company uses the temporarily idle raised fund of 508.8 million yuan to temporarily supplement the working capital for a period of no more than 12 months from the date of approval by the board of directors.
As of December 31, 2021, the balance of working capital temporarily supplemented by idle raised funds was 505.7 million yuan.
(V) purchase of financial products with idle raised funds
In 2021, the raised funds were not used to purchase financial products.
4、 Change of investment projects with raised funds
On February 28 and March 16, 2018, the first meeting of the ninth board of directors and the first extraordinary general meeting of shareholders in 2018 deliberated and approved the proposal on changing some of the company’s raised capital investment projects, and agreed to terminate the implementation of the company’s raised capital investment project “community Internet integrated service platform project”, And 988659 million yuan of funds raised by the project will be used to permanently supplement the working capital of the company. The above 988659 million yuan of raised funds have been used to permanently supplement the company’s working capital.
In addition, the company has no other circumstances to change the raised investment projects.
5、 Problems in the use and disclosure of raised funds
The company deposited, used and managed the raised funds in strict accordance with the management system of raised funds, the three-party supervision agreement on the storage of raised funds, the four party supervision agreement on the storage of raised funds, the five party supervision agreement on the storage of raised funds and relevant laws and regulations, and performed relevant obligations without violation of laws and regulations.
6、 Concluding opinions of independent directors, board of supervisors, audit institutions and independent financial advisers on the deposit and use of raised funds in 2021
(I) opinions of independent directors
We have carefully reviewed the special report on the deposit and actual use of the company’s raised funds in 2021 prepared by the company and believe that the deposit and use of the company’s raised funds in 2021 comply with the relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange on the deposit and use of the raised funds of listed companies, and there is no illegal use of the raised funds, There is no change or disguised change in the investment direction of the raised funds and damage to the interests of shareholders.
(II) opinions of the board of supervisors
The board of supervisors believes that the special report on the deposit and actual use of the company’s raised funds in 2021 truly and objectively reflects the actual situation of the deposit and use of the company’s raised funds. (III) opinions of audit institutions
Daxin certified public accountants believes that the special report on the deposit and actual use of raised funds prepared by the company complies with relevant regulations and fairly reflects the actual deposit and use of raised funds in 2021 in all major aspects.
(IV) opinions of independent financial consultant
The independent financial consultant Southwest Securities Co.Ltd(600369) believes that the deposit and actual use of the raised funds in Guanghui Logistics Co.Ltd(600603) 2021 comply with the relevant provisions of the CSRC and Shanghai Stock Exchange on the deposit and use of the raised funds of listed companies.
It is hereby announced.
Guanghui Logistics Co.Ltd(600603) board of directors
March 10, 2022
Attached table:
Guanghui Logistics Co.Ltd(600603) comparison table of use of raised funds in 2021
