Huafu Securities Co., Ltd
About Chongqing Zaisheng Technology Co.Ltd(603601)
Some raised investment projects are closed and the balance is raised
Verification opinions on permanent replenishment of working capital
In accordance with the requirements of relevant laws and regulations such as the measures for the administration of securities issuance and listing recommendation business, the guidelines for the self discipline supervision of listed companies of Shanghai Stock Exchange No. 11 – continuous supervision, and the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, etc, Huafu Securities Co., Ltd. (hereinafter referred to as “Huafu securities” or “sponsor”) as a sponsor that is performing the continuous supervision of Chongqing Zaisheng Technology Co.Ltd(603601) (hereinafter referred to as ” Chongqing Zaisheng Technology Co.Ltd(603601) ,” listed company “and” company “), has verified the closing of Chongqing Zaisheng Technology Co.Ltd(603601) this sub raised investment project and the permanent supplement of the balance raised funds to the working capital, The verification conditions and opinions are as follows: I. Basic information of the raised funds (I) actual amount of the raised funds and the time of receipt of the funds
Approved by the reply on approving Chongqing Zaisheng Technology Co.Ltd(603601) public issuance of convertible corporate bonds (zjxk [2018] No. 554 document) of China Securities Regulatory Commission, the company publicly issued 1.14 million convertible corporate bonds on June 19, 2018, with a face value of RMB 100.00 each and a total issuance amount of RMB 11400000000. The issuance method adopts the priority placement to the original A-share shareholders of the company. The balance after the priority placement of the original A-share shareholders (including the part that the original A-share shareholders give up the priority placement) is issued through the online pricing of the trading system of Shanghai Stock Exchange. The part subscribed less than 11400000000 yuan is underwritten by the lead underwriter. The total amount of funds raised from the public issuance of convertible corporate bonds is RMB 11400000000. After deducting the issuance expenses of RMB 615395319 (excluding tax), the net amount of funds raised is RMB 10784604681. All the above funds were in place on June 25, 2018, which has been verified by Tianzhi International Certified Public Accountants (special general partnership) and issued the capital verification report (tzyz [2018] No. 16999).
(II) overview of investment projects with raised funds
1. Use of funds raised from public issuance of convertible corporate bonds
The funds raised from the company’s public issuance of convertible corporate bonds in 2018 will be used to implement the following investment projects with raised funds:
Unit: 100 million yuan
S / n project name project proposed investment total proposed investment raised funds
Amount
1 annual output of 48000 sets of civil / commercial / collective protective air purification 1.18 1.14
Chemical unit construction project
2. Change of investment projects with raised funds into permanent supplementary working capital in the past
After verification, the company did not change the investment project of the raised funds from the public issuance of convertible corporate bonds in 2018 into permanent supplementary liquidity funds. 2、 Deposit and management of raised funds (I) management system of raised funds
The company implements a special account for the storage of raised funds, establishes a special account for raised funds in the bank, and signs the tripartite supervision agreement on the storage of special account for raised funds with the sponsor and each deposit bank, which defines the rights and obligations of all parties, and there is no significant difference from the tripartite supervision agreement of Shanghai Stock Exchange. (II) deposit of raised funds in special account
As of February 28, 2022, the deposit balance of the special account for the deposit of funds raised by the company’s public issuance of convertible corporate bonds in 2018 is as follows:
Unit: Yuan
Sequence deposit bank account number deposit initial deposit deadline number method amount balance
China China Construction Bank Corporation(601939) shares
1 copy Co., Ltd. Chongqing 5 Shenzhen Ecobeauty Co.Ltd(000010) 836000 Shenzhen Fountain Corporation(000005) 88 current 592000 Shenzhen Nanshan Power Co.Ltd(000037) 06741 Yubei sub branch
China China Minsheng Banking Corp.Ltd(600016) shares
2 copies Co., Ltd. Chongqing 6 Boomsense Technology Co.Ltd(300312) 02 current 50000 China Vanke Co.Ltd(000002) 98918939 Yubei sub branch
Total 1092000 Fawer Automotive Parts Limited Company(000030) 2625680 III. use of raised funds, balance and reasons for this partial settlement (I) summary of the construction project with an annual output of 48000 civil / commercial / collective protective air purification units
In view of the fact that the company’s investment project “construction project of air purification unit with an annual output of 48000 sets of civil / commercial / collective protection” raised by public issuance of convertible corporate bonds in 2018 has reached the expected usable state and put into operation in August 2021, in order to improve the efficiency of fund use and reduce financial expenses, The company plans to close the “construction project of civil / commercial / collective protection air purification unit with an annual output of 48000 units” and use the remaining funds to permanently supplement the working capital of the company.
As of February 28, 2022, the use of the raised funds of the project is as follows:
Unit: 10000 yuan
The balance of the raised funds account as of 2022
Committed investment of raised investment projects accumulated investment project amount on February 28 (including financial income)
Total investment amount, progress, profit and interest, net income
(in)
Annual output of 48000 sets for civil use
/Commercial / collective air protection 10784 Sanjiang Shopping Club Co.Ltd(601116) 701 103.55% proposed item 302.63
Purified gas unit construction
project
(II) main reasons for the balance of funds raised in this closing
1. During the implementation of the air purification unit construction project with an annual output of 48000 civil / commercial / collective protection units, based on the principle of economy and rationality, use the raised funds prudently, strengthen the control, supervision and management of each link cost of the project construction on the premise of ensuring the project quality by strictly standardizing the procurement and construction system, and reasonably dispatch and optimize various resources, Reasonably reduce the project construction costs and expenses, and form a fund balance.
2. In order to seek more investment returns for the company’s shareholders and improve the use efficiency of the raised funds, on the premise of ensuring the construction progress of the raised investment projects, the company has conducted cash management on the idle raised funds of some civil / commercial / collective protection air purification unit construction projects with an annual output of 48000 units, obtained certain investment income, and realized 7.1104 million yuan of accumulated financial management and interest income, The remaining funds are financial management and interest income. 4、 Use plan of the balance raised funds
In view of the fact that the company’s investment project “construction project of air purification unit with an annual output of 48000 civil / commercial / collective protection” raised by public issuance of convertible corporate bonds has reached the expected usable state and put into operation in August 2021, in order to improve the efficiency of fund use and reduce financial expenses, The company plans to use the balance of the fund-raising account (including financial income and net interest income) of RMB 3.0263 million (the specific amount shall be subject to the fund balance of the special account at the time of actual carry forward) for permanent replenishment of working capital. After the implementation of the above matters, the company will cancel the relevant special account for raised funds, The board of directors of the company authorized the finance department to handle the cancellation of this special account, and the relevant tripartite supervision agreement on raised funds was terminated accordingly. 5、 Review procedures for the closing of some raised investment projects
On March 9, 2022, the company held the 16th meeting of the 4th board of directors and the 16th meeting of the 4th board of supervisors, deliberated and adopted the proposal on closing some raised investment projects and permanently replenishing the remaining funds to the working capital. This time, the company will close some completed and put into operation raised investment projects and use the remaining raised funds to permanently replenish the working capital, It will help the company to optimize the allocation of raised funds, improve the use efficiency of raised funds, reduce the financial expenses of the company, and promote the long-term development of the company. It will not have a significant adverse impact on the normal production and operation of the company, which is in line with the interests of the company and shareholders. 6、 Verification opinions of continuous supervision organization
After verification, the sponsor believes that the company’s decision to change the purpose of the raised funds and close some raised investment projects and permanently supplement the remaining raised funds with working capital is based on the actual implementation of the project and the company’s own operation, which is conducive to improving the use efficiency of the raised funds. Comply with the relevant provisions of the China Securities Regulatory Commission, Shanghai Stock Exchange and the company on the use of the raised funds of listed companies, and there is no change in the purpose of the raised funds and damage to the interests of shareholders, nor is there any illegal use of the raised funds. The matter has been deliberated and approved by the board of directors and the board of supervisors, and the independent directors and the board of supervisors have expressed their explicit consent.
To sum up, the recommendation institution has no objection to the company’s change of the purpose of the raised funds and the settlement of some raised investment projects and the permanent supplement of the remaining raised funds to the working capital.
