About Sichuan Jiuyuan Yinhai Software Co.Ltd(002777)
Verification opinions on the deposit and use of raised funds in 2021
Gf Securities Co.Ltd(000776) (hereinafter referred to as " Gf Securities Co.Ltd(000776) " and "sponsor") as a sponsor of Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) (hereinafter referred to as " Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) " or "company") for continuous supervision of non-public offering of shares, in accordance with the administrative measures for securities issuance and listing sponsor business and the stock listing rules of Shenzhen Stock Exchange According to the requirements of relevant laws, regulations and normative documents such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the deposit and use of the company's raised funds in 2021 were verified. The specific conditions and opinions of the verification are as follows: I. Basic information of the raised funds
(I) actual amount of raised funds and time of fund arrival
Approved by the reply on approval of Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) non-public offering of shares (zjxk [2017] No. 1504) of China Securities Regulatory Commission, the company has Gf Securities Co.Ltd(000776) adopted the pricing method to issue 1254059200 RMB ordinary shares (A shares) to specific investors in a non-public manner, with an issue price of 35.72 yuan / share, The total amount of funds raised is RMB 44795000000. On January 25, 2018, Gf Securities Co.Ltd(000776) after deducting the underwriting fee and recommendation fee of RMB 990566038, the raised capital was RMB 43804433962. On January 25, 2018, the raised capital account opened by the company actually received the raised capital transferred from Gf Securities Co.Ltd(000776) was RMB 437450000 (the underwriting fee and recommendation fee tax deducted from non issuance expenses was RMB 59433962). After deducting other issuance expenses of RMB 218098915 (lawyer fees of RMB 70754717, capital verification fees of RMB 7547170, information disclosure fees of RMB 117924528 and stamp duty of RMB 21872500), the net amount of funds actually raised is RMB 43586335047.
The availability of the above funds has been verified by Lixin Certified Public Accountants (special general partnership), who issued a capital verification report (xksbz [2018] No. 10044).
(II) use and balance of raised funds in previous years
As of December 31, 2020, the balance of raised funds was 39447666916 yuan, and the use and balance of previous years were as follows:
Use of raised funds in 2018:
Unit: Yuan
Time of occurrence of special account for raised funds
As of January 25, 2018, the initial special account amount of raised funds is 43745000000 less: other issuance expenses are 125000000 less: replacement of self raised funds invested in the raised projects in advance
Plus: interest income 340760163, including: interest income of financial products 321047916 minus: handling fee expenditure 251883. As of December 31, 2019, the balance of raised funds was 43960508280, including: 2019 The balance of the special account for raised funds on December 31, 2019 was 15960508280, and the balance of financial products purchased on December 31, 2019 was 28000000000
Use of raised funds in 2019:
Unit: Yuan
Time of occurrence of special account for raised funds
As of December 31, 2018, the amount of the special account for raised funds was 43960508280 less: replacement of self raised funds invested in the project with raised funds in advance (Note 1) 3161334092 plus: interest income 842643928, of which: interest income of financial products 659202740 minus: handling charge 350000 balance of raised funds as of December 31, 201941641468116 of which: the balance of the special account for raised funds on December 31, 2019 is 16641468116, and the balance of financial products purchased on December 31, 2019 is 25000000000
The total amount of funds raised by the medical insurance platform is 13392440 yuan, of which the amount of funds raised by the medical insurance platform in advance is 2731588 yuan; The advance investment of 149553993 yuan for the actuarial and medical insurance service governance solution project of medical insurance fund; RMB 219464611 was invested in advance for the informatization support service project of the military civilian integration public service platform.
Use of raised funds in 2020:
Unit: Yuan
Time of occurrence of special account for raised funds
As of December 31, 2019, the balance of raised funds was 41641468116
Time of occurrence of special account for raised funds
Less: replacement of self raised funds for projects invested with raised funds in advance (Note 2) 3333366411 plus: 2020 interest income 1139917844, including: financial product interest income 596541096 minus: 2020 special account handling fee expenditure 352633 funds raised as of December 31, 2020 The balance is 39447666916, of which: the balance of the special account for raised funds on December 31, 2020 is 9447666916, and the balance of financial products purchased on December 31, 2020 is 30000000
Note 2: the total amount of self raised funds invested in advance was 3333366411 yuan, including 2014798178 yuan invested in advance in the medical insurance convenience service platform project; 1118032844 yuan was invested in advance in the actuarial and medical insurance service governance solution project of medical insurance fund; RMB 200535389 was invested in advance for the informatization support service project of the military civilian integration public service platform.
(III) use and balance of raised funds in this year
As of December 31, 2021, the balance of raised funds is 38689062837 yuan. The use and balance of this year are as follows:
Unit: Yuan
Time of occurrence of special account for raised funds
As of December 31, 2020, the balance of raised funds is 39447666916 minus: replacement of self raised funds invested in projects invested with raised funds in advance (Note 3) 1700892787 plus: 2021 interest income 942694708, including: financial product interest income 800794520 minus: 2021 special account handling fee expenditure 406000, the balance of raised funds as of December 31, 2021 The amount is 38689062837, including: the balance of the special account for raised funds on December 31, 2021 is 38689062837
Note 3: the total amount of self raised funds invested in advance was 1700892787 yuan, including 1046892787 yuan invested in advance in the medical insurance convenience service platform project; Advance investment of 654000000 yuan for the actuarial and medical insurance service governance solution project of medical insurance fund; RMB 0.00 is invested in advance for the informatization support service project of the military civilian integration public service platform. The self raised fund actually invested in advance in the actuarial and medical insurance service governance solution project of medical insurance fund in 2020 was 1518013253 yuan. In 2021, 654000000 yuan was invested in advance with raised funds, and the remaining 864013253 yuan was replaced later.
2、 Deposit and management of raised funds
In order to regulate the management and use of the company's raised funds and protect the interests of investors, in accordance with the company law, the securities law, the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of the raised funds of listed companies, and the guidelines for the self discipline supervision of listed companies No. 1 - standardized operation of listed companies on the main board of Shenzhen Stock Exchange, The company has set up relevant special accounts for the raised funds to store the raised funds, supervise the management and use of the raised funds, and ensure that the special funds are used for special purposes.
(I) signing of tripartite supervision agreement
In order to standardize the management of the raised funds of the company and protect the rights and interests of small and medium-sized investors, according to the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of the raised funds of listed companies Relevant laws and regulations such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and the relevant provisions of the raised funds management system formulated by the company, the company, together with the sponsor, and Agricultural Bank Of China Limited(601288) Chengdu Zongfu sub branch, China Construction Bank Corporation(601939) Chengdu No. 1 sub branch Agricultural Bank Of China Limited(601288) Chengdu Yizhou Avenue sub branch signed the tripartite supervision agreement on raised funds.
(II) storage of raised funds in special account
In order to improve the use efficiency of the company's raised funds, better maintain and increase the value of the company's cash, reduce financial costs, increase capital income, and obtain more return on investment for the company and shareholders. The company will purchase some of the raised funds in the special account of raised funds for bank financial products with high security, good liquidity and guaranteed principal (including agreed deposits, structured deposits, etc.) with an investment period of no more than 12 months, and will not purchase products with stocks, derivatives and unsecured bonds as investment targets. The company undertakes to
