Dongxing Securities Corporation Limited(601198)
Notice on Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) gem issuing convertible corporate bonds to unspecified objects
Issuance recommendation
Sponsor (lead underwriter)
(12th and 15th floors, Xinsheng building, No. 5 Financial Street, Xicheng District, Beijing)
March, 2002
statement
Dongxing Securities Corporation Limited(601198) (hereinafter referred to as "recommendation institution", Dongxing Securities Corporation Limited(601198) ) accepts the entrustment of Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) (hereinafter referred to as " Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) ," company "or" issuer ") to act as the recommendation institution for issuing convertible corporate bonds to unspecified objects.
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 securities issuance and listing recommendation business (hereinafter referred to as the "measures for the administration of recommendation") The measures for the administration of securities issuance and registration of companies listed on the gem (for Trial Implementation) (hereinafter referred to as the "measures for refinancing on the gem"), the Listing Rules of Shenzhen Stock Exchange on the gem (hereinafter referred to as the "Listing Rules") and other relevant laws and administrative regulations, as well as the provisions of the China Securities Regulatory Commission (hereinafter referred to as the "CSRC") and Shenzhen Stock Exchange, Be honest and trustworthy, be diligent and responsible, issue this issuance recommendation letter in strict accordance with the business rules, industry practice norms and moral standards formulated according to law, and ensure that the documents issued are true, accurate and complete.
Unless otherwise specified in the text, the interpretation of the words used in this issuance recommendation letter is consistent with the prospectus for the issuance of convertible corporate bonds by Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) gem to unspecified objects.
catalogue
Declare that 1 catalog Section 1 basic information of this securities issuance three
1、 Basic information of relevant personnel designated by the recommendation institution three
2、 Basic information of the issuer four
3、 Overview of this offering nine
4、 Verification of the relationship between the sponsor and the issuer twenty
5、 Internal audit procedures and core opinions of the recommendation institution Section 2 commitments of the sponsor Section III recommendation on this securities offering twenty-seven
1、 Recommendation conclusion of the recommendation institution on this securities issuance twenty-seven
2、 The issuer has fulfilled the legal decision-making procedures III. The sponsor's explanation that the securities issuance meets the issuance conditions stipulated in the securities law 28 IV. The sponsor's explanation that the securities issuance meets the issuance conditions specified in the measures for the administration of securities issuance registration of companies listed on the gem (for Trial Implementation) twenty-nine
5、 The sponsor and the issuer employ a third-party intermediary to check Section IV main risks of the issuer thirty-seven
1、 Business and operational risks thirty-seven
2、 Risks in the implementation of the project invested by raised funds thirty-nine
3、 The risk of convertible bonds forty
4、 Approval risk forty-two
5、 Issuance risk forty-three
6、 Risk of force majeure Section V brief evaluation on the development prospect of the issuer 44 Annex I forty-nine
Section 1 basic information of this securities issuance
1、 Basic information of relevant personnel designated by the recommendation institution
(I) name of recommendation institution
Dongxing Securities Corporation Limited(601198) 。
(II) information on the recommendation representative designated by the recommendation institution
1. Name of sponsor representative
The recommendation institution designated Zhou boxing and Hu Jiewei as the recommendation representatives of Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) gem for issuing convertible corporate bonds to unspecified objects (hereinafter referred to as "this issuance"). 2. Practice of recommendation business of recommendation representative
Mr. Zhou boxing: postgraduate, sponsor representative, Chinese certified public accountant. Once worked in Guosen Securities Co.Ltd(002736) investment banking division, and participated in Mao Geping, Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) ( Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) ), Shuyu Civilian Pharmacy Corp.Ltd(301017) ( Shuyu Civilian Pharmacy Corp.Ltd(301017) ) IPO projects Enn Natural Gas Co.Ltd(600803) ( Enn Natural Gas Co.Ltd(600803) ) non public offering of shares Befar Group Co.Ltd(601678) ( Befar Group Co.Ltd(601678) ) public issuance of convertible bonds Enn Natural Gas Co.Ltd(600803) ( Enn Natural Gas Co.Ltd(600803) ), Hnac Technology Co.Ltd(300490) ( Hnac Technology Co.Ltd(300490) ), Vcanbio Cell & Gene Engineering Corp.Ltd(600645) ( Vcanbio Cell & Gene Engineering Corp.Ltd(600645) ), Aoyuan Beauty Valley Technology Co.Ltd(000615) ( Aoyuan Beauty Valley Technology Co.Ltd(000615) ) major asset restructuring projects Enn Natural Gas Co.Ltd(600803) ( Enn Natural Gas Co.Ltd(600803) ) corporate bond project, etc. During the practice of recommendation business, we strictly abide by the measures for the administration of securities issuance and listing recommendation business and other relevant provisions, and have a good practice record.
Mr. Hu Jiewei: sponsor representative, Chinese certified public accountant. Once engaged in audit work in an accounting firm, began to work in investment banking in 2012, and was mainly responsible for Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) ( Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) ) IPO project; TONGCHAN Lixing ( Shenzhen Leaguer Co.Ltd(002243) ), Guangdong Xinhui Meida Nylon Co.Ltd(000782) ( Guangdong Xinhui Meida Nylon Co.Ltd(000782) ), Rongsheng ultramicro ( Infund Holding Co.Ltd(002141) ), Hengtong Logistic Co.Ltd(603223) ( Hengtong Logistic Co.Ltd(603223) ), Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) ( Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850) ) non-public offering of shares Inner Mongolia Junzheng Energy & Chemical Group Co.Ltd(601216) ( Inner Mongolia Junzheng Energy & Chemical Group Co.Ltd(601216) ) major asset acquisition project. During the practice of recommendation business, we strictly abide by the measures for the administration of securities issuance and listing recommendation business and other relevant provisions, and have a good practice record.
The issuance recommendation letter is attached with the special authorization of the recommendation representative. See Annex I for details.
(III) Project Co sponsor
The sponsor appointed Yan Juying as the project coordinator of this offering.
Ms. Yan Juying, master of economics. In 2020, he began to engage in investment banking business and participated in Beijing Sojo Electric Co.Ltd(300444) ( Beijing Sojo Electric Co.Ltd(300444) ) refinancing project. During the implementation of the recommendation business, it strictly abides by the relevant provisions such as the measures for the administration of securities issuance and listing recommendation business, and has a good practice record.
(IV) other project team members
Other project team members of this release include Qi Fei and Cheng Qian.
2、 Basic information of the issuer
(I) overview of the issuer
Basic information of the project
Company name Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850)
English Name: Luoyang xinqianglian sliding bearings Co., Ltd
Unified social credit code 91410 Qingdao Huicheng Environmental Technology Co.Ltd(300779) 8968xm
Registered capital: 193946351 yuan
Paid in capital: 193946351 yuan
Xiao Zhengqiang, legal representative
The company was established on August 3, 2005
Stock listing time: July 13, 2020
Place of stock listing: Shenzhen Stock Exchange
Securities code: Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850)
Securities abbreviation Luoyang Xinqianglian Slewing Bearings Co.Ltd(300850)
Registered address: Jiuzhou Road, Luoxin Industrial Park
Business address: Jiuzhou Road, Luoxin Industrial Park, Luoyang City, Henan Province
Postal Code: 471800
Tel: 037965190122
Fax No.: 037965190121
Internet address http://www.lyxqlbearing.com.cn.
E-mail [email protected].
Design and manufacture of large slewing ring; Design and manufacture of precision bearings; Design and manufacture of shield machine parts and components; Medium and high frequency quenching, bearing roller processing; Sales of forgings, castings and flanges; Operate the export business of the products produced by the enterprise and the import business of raw and auxiliary materials, technology and equipment required by the enterprise (except those limited by the state).
(II) types of securities issuance and listing of the issuer recommended this time
Companies listed on GEM issue convertible corporate bonds to unspecified objects.
(III) shareholders of the issuer
1. Ownership structure
As of September 30, 2021, the share capital structure of the issuer is as follows:
Number of project shares (shares) proportion
1、 Restricted shares 9080955246.82%
1. State Shareholding
2. State owned legal person holds 6684860.34%
3. Other domestic capital holds 46.11% of 89434918 shares
Including: 941530 shares held by domestic non-state-owned legal persons 0.49%
Domestic natural persons hold 40.46% of 78475496 shares
Funds, financial products, etc. 100178925.17%
4. Foreign capital holding 7061480.36%
2、 Restricted shares 10313679953.18%
1. RMB common shares 10313679953.18%
2. Domestic listed foreign shares
3. Foreign shares listed overseas
4. Other
3、 Total share capital 193946351100.00%
2. Shareholding of the top ten shareholders of the issuer
As of September 30, 2021, the shareholding of the top ten shareholders of the issuer is as follows:
Name of shareholder holding restricted sales serial number shareholder nature shareholding quantity (shares) shareholding proportion condition number of shares (shares)
1 Xiao Zhengqiang domestic natural person 3905835020.14%
2. Domestic natural persons 3752665019.35%
3 Haitong Kaiyuan Investment Co., Ltd. domestic non-state-owned legal person 2594276313.38%-
4 China Life Insurance Company Limited(601628) asset management - Bank Of China Limited(601988) - other assets of Guoshou assets 28245921.46% 2824592 - pipe20 insurance asset management products
5 China Merchants Bank Co.Ltd(600036) - Xingquan Herun mixed other 18830620.97% 1883062
