China International Capital Corporation Limited(601995)
About Xinjiang Daqo New Energy Co.Ltd(688303)
Adjust the implementation location, implementation subject and investment amount of some raised investment projects
Special verification opinions
China International Capital Corporation Limited(601995) (hereinafter referred to as ” China International Capital Corporation Limited(601995) ” or “sponsor”) is a sponsor of Xinjiang Daqo New Energy Co.Ltd(688303) (hereinafter referred to as ” Xinjiang Daqo New Energy Co.Ltd(688303) ” or “company”) for initial public offering, listing on the science and innovation board and continuous supervision, According to the measures for the administration of securities issuance and listing recommendation business, the guidelines for the continuous supervision of listed companies of Shanghai Stock Exchange, the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange, and the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies The guidelines for the application of the self regulatory rules of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation and the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation) and other relevant provisions have conducted special verification on Xinjiang Daqo New Energy Co.Ltd(688303) adjusting the implementation location, implementation subject and investment amount of some raised investment projects. The verification results and verification opinions are as follows:
1、 Basic information of raised funds
According to the reply on Approving the registration of Xinjiang Daqo New Energy Co.Ltd(688303) initial public offering of shares (zjxk [2021] No. 2110) issued by the China Securities Regulatory Commission, the company issued 300 million ordinary shares (with a par value of RMB 1 per share) to the public for the first time. The company has completed the Issuance and securities registration, The company’s shares were listed on the science and Innovation Board of Shanghai Stock Exchange on July 22, 2021.
According to the capital verification report (DSB (y) Zi (21) No. 00348) issued by Deloitte Touche Tohmatsu Certified Public Accountants (special general partnership), as of July 19, 2021, the company has actually issued 300000 ordinary shares in RMB, with a par value of RMB 1.00 per share and an issue price of RMB 21.49 per share, The total amount of funds raised from stock issuance is RMB 6447000000.00. After deducting the relevant issuance expenses of RMB 379808207.55, the net amount of funds raised is RMB 6067191792.45.
In order to standardize the management of the company’s raised funds and protect the rights and interests of investors, the company has established relevant special accounts for raised funds to store and earmark the raised funds. After deducting the issuance expenses from the funds raised by the company’s initial public offering, the company will invest in the following items in order of priority:
Unit: 10000 yuan
No. project name estimated total investment amount estimated investment amount of raised funds
1. High purity semiconductor material project with an annual output of 1000 tons 42105.0042105.00
2. 35000 T / a polysilicon project 351188.84351188.84
3. Supplementary working capital 106706.16106706.16
Total 500000.00 500000.00
2、 The implementation location, implementation subject and investment amount of some raised investment projects are adjusted
One of the investment projects raised by the company’s initial public offering, “high purity semiconductor material project with an annual output of 1000 tons” was originally planned to be constructed and implemented by the company. The construction site is new chemical material industrial park in Shihezi City, Xinjiang, with a total investment of 42.105 million yuan.
At present, the company plans to adjust the implementation location, implementation subject and investment amount of the “project with an annual output of 1000 tons of high-purity semiconductor materials”, as follows:
1. Implementation site adjustment
Remarks after adjustment of project name
With an annual output of 1000 tons of high-purity and semi pure chemicals, Shihezi City, Xinjiang, Jiuyuan District, xinbaotou City, Inner Mongolia
Conductor material project neitou Jiuyuan Industrial Park-
2. Implementation subject adjustment
Remarks after adjustment of project name
Inner Mongolia Daquan Xinneng
Inner Mongolia Daquan new energy Co., Ltd
Company source Co., Ltd
Conductor material project company
Wholly owned subsidiary of the company
3. Adjustment of input amount
Remarks after adjustment of project name
The annual output of 1000 tons of high-purity semi-finished products will increase by 128.95 million yuan, 42.105 million yuan and 55 million yuan, which will be used by the company
Conductor material items
Capital investment
3、 Reasons for adjusting the implementation location, implementation subject and investment amount of some raised investment projects this time
According to the future strategic development plan and the actual construction of raised investment projects, in order to make full use of the advantages of resources and talents of Baotou industrial base and realize the rational allocation of resources, the company has decided to adjust the implementation location and main body of the project with an annual output of 1000 tons of high-purity semiconductor materials. In view of the adjustment of the implementation location of the project and the recent rise in the prices of raw materials such as steel and copper, the company adjusted the project investment budget and increased the construction investment amount of the project in comprehensive consideration of the actual needs of subsequent project construction.
4、 The impact of the adjustment of the implementation location, implementation subject and investment amount of some raised investment projects on the company. The company’s adjustment of the implementation location, implementation subject and investment amount of the “1000 t / a high purity semiconductor material project” is a necessary adjustment based on the company’s industrial layout, future strategic development plan and the actual construction needs of specific projects, and the investment direction of raised funds has not been changed, Nor does it change the purpose of the raised funds in a disguised manner, which will not damage the interests of the company and shareholders. The company will strictly abide by relevant laws and regulations such as 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 application of self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange and the company’s management system for raised funds Use the raised funds as required by the.
5、 Review and decision-making procedures
On December 31, 2021, Xinjiang Daqo New Energy Co.Ltd(688303) the 19th meeting of the second board of directors and the 12th meeting of the second board of supervisors passed the proposal on adjusting the implementation location, implementation subject and investment amount of some raised investment projects. The independent directors of the company have expressed their independent opinions with explicit consent. The adjustment of the implementation location, implementation subject and investment amount of some raised investment projects needs to be submitted to the general meeting of shareholders for deliberation.
6、 Opinions of the sponsor
After verification, the recommendation institution China International Capital Corporation Limited(601995) believes that:
The company’s adjustment of the implementation location, implementation subject and investment amount of the “project of high purity semiconductor materials with an annual output of 1000 tons” has been deliberated and approved at the 19th meeting of the second board of directors and the 12th meeting of the second board of supervisors. The independent directors have expressed their independent opinions clearly agreed and will be submitted to the general meeting of shareholders for deliberation, The review procedures comply with relevant laws and regulations and normative documents such as the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, the guidelines for the application of self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, and the articles of association Provisions of the.
The company’s adjustment of the implementation location, implementation subject and investment amount of the “1000 ton / year high-purity semiconductor material project” is a necessary adjustment based on the company’s industrial layout, future strategic development plan and the actual construction needs of the specific project. The investment direction of the raised funds has not been changed, and the purpose of the raised funds has not been changed in a disguised manner, which will not damage the interests of the company and shareholders.
In conclusion, the sponsor has no objection to the company’s adjustment of the implementation location, implementation subject and investment amount of some raised investment projects.
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(there is no text on this page, which is the seal page of China International Capital Corporation Limited(601995) special verification opinions on Xinjiang Daqo New Energy Co.Ltd(688303) adjusting the implementation location, implementation subject and investment amount of some raised investment projects)
Sponsor representative:
Zhang Zhiqiang, Chen Wei
Date China International Capital Corporation Limited(601995) mm / DD / yy
