Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) the verification report on the replacement of self owned funds to advance the expenditure of raised investment projects in 2021 with raised funds
About Sichuan Jiuyuan Yinhai Software Co.Ltd(002777)
Verification report on replacing self owned funds with raised funds to advance the expenditure of raised investment projects in 2021
Xksbz [2022] No. za10239 Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) board of directors:
We are entrusted to verify the attached special instructions for Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) (hereinafter referred to as your company) prepared by the board of directors of Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) to replace the expenditure of self owned funds in advance of raised investment projects in 2021 with raised funds.
1、 Restrictions on the users and purposes of the report
This assurance report is only used by your company for the purpose of replacing the self raised funds invested in the project with the raised funds this year, and shall not be used for any other purpose.
2、 Responsibilities of your company
Your company’s responsibility is to provide true, legal and complete physical evidence, original written materials, duplicate materials, oral testimony and other evidence we think necessary; In accordance with the requirements of Shenzhen Stock Exchange’s guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) (CSRC announcement [2022] No. 15), prepare the special instructions for Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) replacing the expenditure of self owned funds in advance of raised investment projects in 2021 with raised funds, and ensure that its contents are true, accurate and complete, There are no false records, misleading statements or material omissions.
3、 Responsibilities of Certified Public Accountants
Our responsibility is to independently put forward the assurance conclusion on the above statement prepared by the board of directors of your company on the basis of the implementation of the assurance work.
4、 Job overview
We have carried out the assurance business in accordance with the provisions of other assurance business standards for Chinese certified public accountants No. 3101 – assurance business other than audit or review of historical financial information. The code of practice requires us to plan and implement the assurance work to obtain reasonable assurance on whether the information of the assurance object is free from material misstatement. In the process of assurance, we conducted careful investigation, implemented procedures we considered necessary, including checking accounting records, and made professional judgment based on the obtained materials. We believe that our assurance work provides a reasonable basis for expressing opinions. 5、 Assurance conclusion
We believe that the special instructions for Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) replacing the expenditure of self owned funds in advance of raised investment projects in 2021 with raised funds prepared by the board of directors of your company complies with the relevant provisions of the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies (revised in 2022) (CSRC announcement [2022] No. 15) and is consistent with the actual situation.
Appendix: special instructions for Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) using raised funds to replace self owned funds to advance the expenditure of raised investment projects in 2021
China certified public accountant of Lixin certified public accountants: Yang Zhiping
(special general partnership)
Chinese certified public accountant: Yu Hua
Shanghai, China March 11, 2002
Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) 2021 special instructions on the expenditure of self owned funds advanced raised investment projects
Sichuan Jiuyuan Yinhai Software Co.Ltd(002777)
Special instructions for replacing the expenditure of self owned funds in advance of raised investment projects in 2021 with raised funds Shenzhen Stock Exchange:
In accordance with the provisions of the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) (CSRC announcement [2022] No. 15) issued by your exchange, the specific circumstances of the company’s prepayment of raised investment projects with its own funds are specifically described as follows: I. Basic information of raised funds
With the approval of the reply on Approving the non-public development of shares of Sichuan Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) Software Co., Ltd. (zjxk [2017] No. 1504), the company has the lead underwriter Gf Securities Co.Ltd(000776) Co., Ltd. to issue 1254059200 RMB common shares (A shares) to specific investors through inquiry, The issue price is 35.72 yuan / share, and the total amount of funds raised is 44795000000 yuan. On January 25, 2018, Gf Securities Co.Ltd(000776) after deducting the underwriting fee and recommendation fee of RMB 990566038, the raised fund was RMB 43804433962, The raised capital account opened by the company on January 25, 2018 actually received the raised capital transferred from Gf Securities Co.Ltd(000776) is RMB 437450000 (after deducting the underwriting fee and recommendation fee tax of non issuance fee of RMB 59433962). After deducting other issuance expenses of RMB 218098915 (lawyer’s fee of RMB 70754717, capital verification fee of RMB 7547170, information disclosure fee of RMB 117924528 and stamp tax 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). The company has adopted a special account storage system for the raised funds.
2、 Information on the projects promised in the prospectus (I) information on the projects promised in the prospectus
The investment projects and use plans of the funds raised from the initial public offering disclosed in the prospectus of non-public Development Bank A shares of the company are as follows:
Unit: 10000 yuan
Proposed investment after adjustment
Project name project abbreviation filing status approved total investment raised capital investment
Medical insurance convenience brocade technical transformation filing medical insurance convenience service platform project 382500038250003199500
Project [2016] No. 46 medical insurance fund actuarial and medical insurance service medical insurance fund Jin technical transformation filing 648000648000648000
Business governance solution project actuarial project [2016] No. 48
Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) 2021 special instructions on the expenditure of self owned funds advanced raised investment projects
The project is proposed to be raised after adjustment
Project name project abbreviation filing status approved total investment raised capital investment
Military civilian integration public service platform military civilian integration brocade technical transformation filing 527000527000527000
Information support service project [2016] No. 47 total 50 Shenzhen Fountain Corporation(000005) 0 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 374500
The company will use the raised funds in strict accordance with relevant management systems.
（2） Change of investment projects with raised funds
The changes in the investment projects of raised funds are as follows:
On March 26, 2019, the 13th meeting of the Fourth Board of directors of the company deliberated and approved the proposal on changing the implementation mode of some raised capital investment projects, and resolved that the company’s raised capital investment projects: 1. The “medical insurance convenient service platform project” cancels the outsourcing of intangible assets and uses all the remaining funds to be used for the outsourcing of intangible assets for R & D expenditure; 2. “Medical insurance fund actuarial and medical insurance service governance solution project” cancels the outsourcing of intangible assets and uses all the remaining funds to be used for outsourcing intangible assets for R & D expenditure. The change was announced on March 27, 2019. The actual change is consistent with the content of the announcement, and was deliberated and approved by the first extraordinary general meeting of shareholders in 2019 held on April 12, 2019.
This time, it is proposed to change the implementation mode of the fixed value-added project traditional Chinese medicine insurance and convenience service platform project, medical insurance fund actuarial and medical insurance service governance solution project. The specific way is to cancel the purchased intangible assets and use all the remaining funds to be used for the purchased intangible assets for R & D expenditure. The specific composition is as follows:
Medical insurance convenience service platform project:
Unit: 10000 yuan
Before the change: before the investment change: after the proposed investment change: after the investment change: the type of raised expenses to be invested
Amount of raised funds amount of raised funds amount of R & D expenditure 112500045 Fawer Automotive Parts Limited Company(000030) China Vanke Co.Ltd(000002) 325000 purchased intangible assets 18750001875000 0.00 0.00 infrastructure and operation center construction 15 Ping An Bank Co.Ltd(000001) 5 Ping An Bank Co.Ltd(000001) 500000 15, 000.00 initial working capital 500000 0.00500000 0.00 total 500 Shenzhen Capstone Industrial Co.Ltd(000038) 25000500 Shenzhen Capstone Industrial Co.Ltd(000038) 25000
Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) 2021 special instructions on the expenditure of self owned funds advanced raised investment projects
Medical insurance fund actuarial and medical insurance service governance solution project:
Unit: 10000 yuan
Before change: investment before change: proposed investment after change: investment after change: proposed investment expense category
Amount of raised funds
