Haitong Securities Company Limited(600837)
About Guizhou Wire Rope Co.Ltd(600992)
Verification opinions on cash management of some idle raised funds
Haitong Securities Company Limited(600837) (hereinafter referred to as ” Haitong Securities Company Limited(600837) ” and “sponsor”) as the sponsor of Guizhou Wire Rope Co.Ltd(600992) (hereinafter referred to as ” Guizhou Wire Rope Co.Ltd(600992) ” and “company”) non-public offering of shares in 2013, in accordance with the measures for the administration of securities issuance and listing sponsor business and the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies The requirements of relevant laws, regulations and normative documents such as the stock listing rules of Shanghai Stock Exchange, the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 1 – standardized operation Haitong Securities Company Limited(600837) made careful verification on Guizhou Wire Rope Co.Ltd(600992) continuing to use some idle raised funds for cash management. The verification results are as follows: I. overview of entrusted financial management
(I) purpose of entrusted financial management: in order to improve the use efficiency of idle raised funds and increase income, the company uses part of the temporarily idle raised funds to purchase Principal Guaranteed structural deposits or principal guaranteed financial products in a short term without affecting the implementation of investment projects with raised funds and ensuring the safety of funds.
(II) source of funds
1. Source of funds: temporarily idle raised funds.
2. Basic information of raised funds
With the approval of the reply on approving Guizhou Wire Rope Co.Ltd(600992) non-public offering of shares issued by China Securities Regulatory Commission (zjxk [2013] No. 1134), the company issued 80720000 RMB ordinary shares (A shares) to specific objects at an issue price of 5.70 yuan / share, raising a total of 46010400000 yuan. After deducting the issuance fee of 1452384000 yuan, The net amount of raised funds is 44558016000 yuan. The above funds were received on December 10, 2013, verified by Tianjian Certified Public Accountants (special general partnership) and issued the capital verification report (tjy [2013] No. 3-34).
The raised funds are used to invest in the construction of metal products with an annual output of 150000 tons, as follows:
The total investment of the project invested by the raised funds is planned to be invested in the raised funds
Annual output of 150000 tons of metal products project 926079944558
3. Cash management of raised funds
In order to improve the use efficiency of the raised funds, the proposal on using part of the idle raised funds for cash management was considered and adopted at the 9th meeting of the 7th board of directors of the company, which agreed that the company would continue to use part of the idle raised funds to invest in safety The purchase amount of Principal Guaranteed structured deposits or principal guaranteed financial products with high liquidity shall not exceed RMB 300 million, and the investment period shall be valid within one year from the date of deliberation and approval by the board of directors.
As of March 10, 2022, the company used idle raised funds for cash management of 300 million yuan. (III) the company’s internal control over risks related to entrusted financial management
The company has established the management system of raised funds. The company uses some idle raised funds to invest in principal guaranteed structured deposits or principal guaranteed financial products with high safety and liquidity, and the risk is controllable. In accordance with the principle of separation of decision-making, execution and supervision functions, the company establishes and improves the approval and implementation procedures for the purchase of financial products, ensures the effective development and standardized operation of the purchase of financial products, and ensures the safety of financial funds. This entrusted financial management meets the requirements of internal fund management. 2、 Details of this entrusted financial management
(I) amount of entrusted financial management
No more than 300 million yuan (including 300 million yuan), and the funds can be used on a rolling basis within the validity period.
(II) investment direction of entrusted financial management funds
The company will strictly control risks in accordance with relevant regulations. The idle raised funds are intended to be used to purchase Principal Guaranteed structural deposits or principal guaranteed financial products with high safety and liquidity, and the cash management products shall not be used for pledge or investment for the purpose of securities investment.
The company uses some idle raised funds for cash management, and there is no behavior of changing the purpose of raised funds in disguise.
(III) term of entrusted financial management
Effective within one year from the date of deliberation and approval by the board of directors.
(IV) risk control analysis
Although Principal Guaranteed structured deposits or principal guaranteed financial products belong to low-risk investment varieties, the financial market is greatly affected by the macro-economy, and it is not ruled out that the income will be affected by market fluctuations. For investment risks, the proposed measures are as follows:
1. Strictly abide by the principle of prudent investment. The investment period shall not exceed 12 months, and the products are mainly Principal Guaranteed structured deposits or principal guaranteed financial products with low risk and high liquidity.
2. Track the product investment direction and evaluate the investment risk in time. The company will timely track the investment direction of investment products according to the market conditions. If potential risk factors are found, the company will organize evaluation, and timely take corresponding preservation measures according to the evaluation results to control investment risks;
3. Strengthen internal audit and supervision of funds. The internal audit department of the company will conduct daily supervision and audit on the use of funds according to the principle of prudence.
4. Improve the external supervision mechanism. 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.
3、 Impact on the company
The company does not purchase large financial products while bearing large liabilities. The company purchases financial products with temporarily idle raised funds in order to improve the use efficiency of idle raised funds and increase income.
As of December 31, 2021, the monetary capital of the company is 846648300 yuan, excluding the amount paid for purchasing financial products. The funds paid by the company for purchasing financial products are listed in “other current assets” in the balance sheet. The company’s use of idle raised funds for cash management will not have a significant impact on the company’s future main business, financial status, operating results and cash flow.
In accordance with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self discipline supervision of listed companies No. 1 – standardized operation of Shanghai Stock Exchange and the company’s measures for the management of raised funds, under the condition of ensuring that the construction of investment projects with raised funds and the use of raised funds are not affected, The company uses some idle raised funds to invest in principal guaranteed structured deposits or principal guaranteed financial products with high safety and liquidity, which is conducive to improving the use efficiency of idle raised funds and increasing income. It has not changed the investment plan of raised funds or the use of raised funds, which is in line with the interests of the company and shareholders.
4、 Risk tips
The financial products purchased by the company are principal guaranteed structured deposits or principal guaranteed financial products with high safety and liquidity, but it still does not rule out the impact on income caused by market fluctuations, changes in macro financial policies and other reasons.
5、 Implementation of decision-making procedures and opinions of the board of supervisors and independent directors
1. On March 10, 2022, the company held the 16th meeting of the 7th board of directors and the 16th meeting of the 7th board of supervisors, which deliberated and approved the matters of Guizhou Wire Rope Co.Ltd(600992) continuing to use some idle raised funds for cash management. The above amount can be used in rolling during the investment period, and the investment period is from March 10, 2022 to March 10, 2023.
2. Opinions of independent directors:
On the premise of not affecting the implementation of the investment projects with raised funds and ensuring the safety of funds, the company uses some temporarily idle raised funds to purchase Principal Guaranteed structural deposits or principal guaranteed financial products in a short term, which is conducive to increasing the income of raised funds. It has not changed the investment plan of raised funds or the purpose of raised funds, which is in line with the interests of the company and shareholders. The company has formulated relevant systems and established risk control procedures and measures. The investment complies with the provisions of relevant laws, regulations and rules, and its decision-making procedure is legal and effective.
It is agreed that the company can use idle raised funds with a maximum amount of no more than 300 million yuan to purchase Principal Guaranteed structured deposits or principal guaranteed financial products, and the above amount can be used on a rolling basis during the investment period.
3. Opinions of the board of supervisors:
On the premise of not affecting the normal implementation of the investment projects with raised funds, the company uses some idle raised funds to purchase low-risk Principal Guaranteed structural deposits or principal guaranteed financial products, which can improve the use efficiency of the company’s raised funds, which is in line with the interests of the company and all shareholders and the regulations on the management of raised funds.
It is agreed that the company can use idle raised funds with a maximum amount of no more than 300 million yuan to purchase Principal Guaranteed structured deposits or principal guaranteed financial products, and the above amount can be used on a rolling basis during the investment period.
6、 As of the date of issuance of this opinion, the company has used the raised funds for entrusted financial management in the last 12 months
1. The cash management of the company with temporarily idle raised funds in the last 12 months is as follows:
Amount: 10000 yuan
Value and interest of financial products actually invested actually recovered actually not recovered serial number partner name product maturity date
Type daily input amount principal income principal amount
Financial management of Haitong Securities Company Limited(600837) share securities companies December 2020 March 2021
1 product 200015.46
Co., Ltd. August 28
Financial management of Haitong Securities Company Limited(600837) share securities companies December 2020 March 2021
2 product 200014.46
Co., Ltd. September 29
Bank Of Communications Co.Ltd(601328) shares
Bank financial management December 2020 April 2021
3 limited companies 900062.15
Product date: January 31
Zunyi branch
Haitong Securities Company Limited(600837) shares brokerage financial management January 2021 April 2021
4 product 1000 7.23
Co., Ltd. July 7
Haitong Securities Company Limited(600837) shares brokerage financial management January 2021 April 2021
5 product 200014.46
Co., Ltd. March 15
Haitong Securities Company Limited(600837) shares brokerage financial management January 2021 April 2021
6 product 200014.46
Co., Ltd. June 18
Financial management of Haitong Securities Company Limited(600837) share securities companies February 2021 may 2021
7 product 200014.46
Ltd. June 5-6
Financial management of Haitong Securities Company Limited(600837) share securities companies February 2021 may 2021
8 product 200014.46
Copy Co., Ltd. August 8-9
Financial management of Haitong Securities Company Limited(600837) share securities companies February 2021 may 2021
9 product 200014.46
Co., Ltd. June 22-23
Haitong Securities Company Limited(600837) shares brokerage financial management March 2021 may 2021
10 product 1000 6.48
Limited liability company January 30
Bank Of China Limited(601988) shares bank financial management March 2021 June 2021
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