China Merchants Securities Co.Ltd(600999) about the IPO of Yidong Electronic Technology Co., Ltd. and its listing on the gem
of
Issuance recommendation
Sponsor (lead underwriter)
No. 111, Fuhua 1st Road, Futian street, Futian District, Shenzhen
China Merchants Securities Co.Ltd(600999)
About Yidong Electronic Technology Co., Ltd
Shenzhen Stock Exchange:
Yidong Electronic Technology Co., Ltd. (hereinafter referred to as “Yidong Electronics”, “issuer” or “company”) intends to apply for IPO and listing on GEM (hereinafter referred to as “this securities offering” or “this offering”), And has hired China Merchants Securities Co.Ltd(600999) (hereinafter referred to as ” China Merchants Securities Co.Ltd(600999) “, “sponsor” or “the sponsor”) as the sponsor of IPO and listing on GEM.
In accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), and the measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation) (hereinafter referred to as the “measures for the administration of the registration of initial public offerings on the gem”) The measures for the administration of securities issuance and listing recommendation business (hereinafter referred to as the “measures for the administration of recommendation”) Relevant laws and administrative regulations such as the Shenzhen Stock Exchange gem stock issuance and listing review rules (hereinafter referred to as “gem stock issuance and listing review rules”) and the Shenzhen Stock Exchange gem stock listing rules (hereinafter referred to as “gem stock listing rules”) In accordance with the provisions of China Securities Regulatory Commission (hereinafter referred to as “CSRC”) and Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”), the recommendation institution and its recommendation representatives are honest, trustworthy, diligent and responsible, issue this issuance recommendation letter in strict accordance with the business rules, industry practice norms and ethical standards formulated according to law, and ensure the authenticity and Accuracy and completeness.
Unless otherwise specified in this offering recommendation letter, relevant terms have the same meaning as in the prospectus of Yidong Electronic Technology Co., Ltd. on initial public offering and listing on GEM (Registration draft). 1、 Basic information of this securities issuance (I) introduction to the sponsor, sponsor representative and project team members
Recommendation agency recommendation representative project coordinator other project team members
China Merchants Securities Co.Ltd(600999) Zhang Yi, Liu Guanghu, Shi Zhongshan, Li Zhen, Wang Daifei, Lin Chen
1. Practice of main recommendation business of recommendation representative
(1) The main practice of the sponsor representative Liu Guanghu’s sponsor business is as follows:
Is the project name recommendation under continuous supervision
1. Is the sponsor representative of the IPO project on the main board of Shenzhen Stock Exchange of Hubei sanyingxing Photoelectric Technology Co., Ltd
2. Shenzhen Qiande Electronics Co., Ltd. gem IPO project sponsor representative no
3. Shenzhen Everbest Machinery Industry Co.Ltd(002980) the sponsor representative of the IPO project of the small and medium-sized board is
4. Shenzhen Kexin Communication Technologies Co.Ltd(300565) gem IPO project sponsor representative no
5. Wisesoft Co.Ltd(002253) sponsor representative of non-public offering project no
6. Shenzhen Shenzhen Worldunion Group Incorporated(002285) Real Estate Consulting Co., Ltd. non public offering project sponsor representative no
7. Zhejiang Jiuzhou Pharmaceutical Co.Ltd(603456) Shanghai Stock Exchange main board IPO project sponsor representative no
8. Ningbo Marine Company Limited(600798) co sponsor of public issuance of convertible corporate bonds no
(2) The main practice of the sponsor representative Zhang Yi is as follows:
Is the project name recommendation under continuous supervision
1. Shenzhen Everbest Machinery Industry Co.Ltd(002980) the sponsor representative of the IPO project of the small and medium-sized board is
2. China Fangda Group Co.Ltd(000055) co sponsor of non-public offering project no
3. Shenzhen Kexin Communication Technologies Co.Ltd(300565) gem IPO project member no
4. Tongfu Microelectronics Co.Ltd(002156) non public offering project member no
2. Project Coordinator and other project team members
Project Co organizer: Shi Zhongshan
Project team members: Li Zhen, Wang Daifei and Lin Chen (II) basic information of the issuer
Yidong Electronic Technology Co., Ltd
English Name: Yidong Electronics Technology Co., Ltd
The registered capital is 175.2 million yuan
Legal representative: Deng Yuquan
Unified social credit code 91441900618333632h
Date of establishment of the company: May 14, 1997
Date of incorporation: December 30, 2019
Address: Tongsha science and Technology Industrial Park, Dongcheng District, Dongguan City
Postal Code: 523127
Tel: 086-769-38830828
Fax: 086-769-38830829
Internet address http://www.yidong.com..cn./
E-mail [email protected].
Production, sales and R & D of electronic connectors, clocks, electronic connectors, plastic products, iron frame (LCM), electronic components, molds and spare parts, flexible circuit substrate, mechanical equipment, business scope, automation equipment and spare parts; Technical development and consultation of software; Import and export of goods and technology; Electroplating processing. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments).
The type of securities issuance: initial public offering and listing on GEM (III) relationship between the sponsor and the issuer
1. Shares of the issuer or its controlling shareholders, actual controllers and important related parties held by the sponsor or its controlling shareholders, actual controllers and important related parties
As of the issuance date of the issuance recommendation letter, the recommendation institution and related parties indirectly hold the interests of the issuer, but the proportion of the interests of the issuer actually enjoyed is very low, and there is no situation affecting the independence of the recommendation institution; Except for such circumstances, the sponsor and its controlling shareholders, actual controllers and important related parties do not directly hold the shares of the issuer and its controlling shareholders, actual controllers and important related parties.
2. Shares held by the issuer or its controlling shareholders, actual controllers and important related parties in the sponsor or its controlling shareholders, actual controllers and important related parties
The issuer and its controlling shareholders, actual controllers and important related parties do not directly or indirectly hold the shares of the recommendation institution and its controlling shareholders, actual controllers and important related parties (except for the purchase and sale of China Merchants Securities Co.Ltd(600999) and its important related party shares through the secondary market), and there is no situation affecting the fair performance of the recommendation duties of the recommendation institution and the recommendation representative.
3. The sponsor representative and his / her spouse, directors, supervisors and senior managers of the recommendation institution hold shares of the issuer or its controlling shareholders, actual controllers and important related parties, as well as their positions in the issuer or its controlling shareholders, actual controllers and important related parties
Neither the recommendation representative of the recommendation institution nor its spouse, nor the directors, supervisors and senior managers of the recommendation institution hold shares of the issuer and its controlling shareholders, actual controllers and important related parties, nor hold positions in the issuer and its controlling shareholders, actual controllers and important related parties.
4. Mutual guarantee or financing provided by the controlling shareholder, actual controller and important related party of the recommendation institution and the controlling shareholder, actual controller and important related party of the issuer
The controlling shareholder, actual controller and important related party of the sponsor and the controlling shareholder, actual controller and important related party of the issuer do not provide guarantee or financing to each other.
5. Other related relationships between the recommendation institution and the issuer
In addition to the above description, there is no other association relationship between the recommendation institution and the issuer that needs to be explained. （4） Internal audit procedures and opinions of the recommendation institution
1. Internal audit procedures of the sponsor
Phase I: project initiation review phase
Before the formal agreement is signed, the project team shall file an application for project initiation, and the quality control department of the investment bank headquarters of the sponsor shall carry out the project initiation review of the sponsor projects and conduct pre project evaluation of all the sponsor projects. The project initiation committee is the decision-making body for project initiation, which makes decisions on whether to initiate investment banking projects, so as to ensure the overall quality of the project and achieve the purpose of controlling project risks.
The quality control department of the investment bank headquarters is responsible for organizing and holding the project initiation meeting. Each project initiation meeting is attended by 5 project initiation committee members. If 4 votes (inclusive) and above are “agreed”, the project initiation is deemed to have been passed, if 2 votes (inclusive) and above are “opposed”, the project initiation is deemed to have been rejected, and in other cases, it is deemed to be “suspended”, and the chairman has one vote of veto.
Phase II: project management and quality control
During the implementation of the sponsor project, the quality control department of the investment bank headquarters shall timely participate in the progress of the project, so as to manage and control the project and further ensure and improve the project quality.
The quality control department of the headquarters of investment bank aims to intervene in the early and medium term of project implementation, take pre risk control measures on the one hand, and give technical guidance to the project on the other hand. At the same time, the personnel of the quality control department of the investment bank headquarters are responsible for the review of the project due diligence and the process control of the project implementation, participate in the formulation of the overall project scheme as appropriate, review the project due diligence working paper, whether the relevant professional opinions and recommended documents are fully based, and whether the project team is diligent and responsible to issue clear acceptance opinions, Only after passing the acceptance can the kernel meeting review program be started.
Phase III: the core review phase of the project
The project core review system implemented by the sponsor is formulated according to the core review requirements of the CSRC on the issuance and underwriting business of the sponsor (lead underwriter). It is an audit before the formal declaration of all sponsor projects, so as to strengthen the quality management and risk control of the project, improve the quality and efficiency of the company’s sponsor and reduce the risk of the company’s issuance and underwriting.
The core Department of the sponsor is responsible for organizing the members of the core group of equity business to hold core meetings in accordance with the measures for the management of the core Committee of China Merchants Securities Co.Ltd(600999) investment banking business and its annex rules of procedure of the core group of equity business. Each core meeting is attended by 9 core members, If more than 7 members (including 7) agree and the chairman / vice chairman or members of the risk management department do not exercise one vote of veto or one vote of suspension, it shall be deemed as approved and the final approval opinion shall be formed.
All the issuance application materials of the sponsor’s main underwriting projects shall be reviewed and approved by the core team, and then submitted to the CSRC for review.
2. The sponsor’s opinions on the securities issuance and listing of Yidong Electronics
The core group of equity investment banking business of the sponsor has verified the application materials for this issuance of Yidong Electronic Technology Co., Ltd. and held a core meeting on July 24, 2020. The number of members who should attend the nuclear meeting is 9, and the actual number of participants is 9, reaching the specified number. After voting by all the members attending the meeting, the equity investment banking business core group of the recommendation institution agreed to recommend the application materials of Yidong Electronic Technology Co., Ltd. for initial public offering and listing on the gem to the Shenzhen Stock Exchange. 2、 Commitment of the sponsor
The recommendation institution makes the following commitments through due diligence and careful verification of application documents:
(i) In accordance with laws, administrative regulations and relevant provisions of the CSRC and the Shenzhen Stock Exchange, the sponsor has conducted due diligence and prudent verification on the issuer, its controlling shareholders and actual controllers, fully understood the issuer’s operating conditions and the risks and problems it faces, performed corresponding internal audit procedures, and agreed to recommend the issuer’s securities issuance and listing, And issue this issuance recommendation accordingly;
（2） As the sponsor of the issuer’s offering, the sponsor:
1. There are sufficient reasons to believe that the issuer complies with laws and regulations and the relevant provisions of the CSRC on securities issuance and listing;
2. There are sufficient reasons to believe that there are no false records, misleading statements or major omissions in the issuer’s application documents and information disclosure materials;
3. There are sufficient reasons to believe that the basis for the opinions expressed by the issuer and its directors in the application documents and information disclosure materials is sufficient and reasonable;
4. There are sufficient reasons to believe that there is no material difference between the application documents and information disclosure materials and the opinions expressed by the securities service institution;
5. Ensure that the designated recommendation representative and relevant personnel of the recommendation institution have performed due diligence and prudent verification on the issuer’s application documents and information disclosure materials;
6. Ensure that there are no false records, misleading statements or major omissions in the issuance recommendation letter and other documents related to the performance of recommendation duties;
7. Ensure that the professional services provided and professional opinions issued to the issuer comply with laws, administrative regulations, the provisions of the CSRC and industry norms;
8. Voluntary
