Securities code: Shen Zhen Australis Electronic Technology Co.Ltd(300940) securities abbreviation: Shen Zhen Australis Electronic Technology Co.Ltd(300940) Announcement No.: 2022004 Shen Zhen Australis Electronic Technology Co.Ltd(300940)
Announcement on using some idle raised funds and self owned funds for cash management
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
The second session of the board of directors (hereinafter referred to as “the second session of the board of directors”) on the use of idle funds and the fourth session of the board of supervisors held on March 15, 2020, It is agreed that the company and its subsidiaries shall use the temporarily idle raised funds of no more than RMB 215 million (including the principal amount) and their own funds of no more than RMB 30 million (including the principal amount) for cash management under the condition of ensuring the construction of investment projects with raised funds and the normal operation of the company and its subsidiaries, The use period is from the date of approval by the board of directors to the date of meeting of the board of directors to review the 2022 annual report. Within the above limit and period, the funds can be used on a rolling basis. The amount of funds for cash management using some idle raised funds and self owned funds is within the approval authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders for deliberation. The details are hereby announced as follows:
1、 Basic information of raised funds
With the approval of the approval of Shenzhen Shen Zhen Australis Electronic Technology Co.Ltd(300940) Electronic Technology Co., Ltd. on the registration of initial public offering shares (zjxk [2021] No. 9) issued by the China Securities Regulatory Commission, the company issued 29606423 ordinary shares (A shares) in RMB for the first time at an issue price of 12.76 yuan / share, The total amount of funds raised was 377778 million yuan. After deducting the issuance expenses of 4535005 million yuan, the net amount of funds actually raised was 3324275 million yuan. ShineWing Certified Public Accountants (special general partnership) verified the arrival of the raised funds and issued the capital verification report no. xyzh / 2021gzaa50004 on January 29, 2021. The company has deposited the above raised funds in the special account for raised funds, and signed the supervision agreement for raised funds with the sponsor and the bank storing the raised funds.
2、 Use of raised funds
According to the prospectus of Shen Zhen Australis Electronic Technology Co.Ltd(300940) initial public offering and listing on GEM disclosed by the company and the proposal on adjusting the investment amount of raised funds of raised investment projects deliberated and adopted at the 24th Meeting of the first board of directors, after deducting the issuance expenses, Invested in the following projects: unit: 10000 yuan
No. proposed investment amount of raised funds investment project before adjustment of total investment amount of raised funds investment amount of raised funds after adjustment
1 LED backlight production base construction 33964882368124 project
2 5g mobile phone back cover production base construction 727265727265507069 project
3 LED backlight R & D center construction 644097644097449082 project
4. Supplementary working capital items 440000440000-
Total 520785052078503324275
As of February 28, 2022, the company has used a total of 513857 million yuan of raised funds, and the balance of raised funds is 2838608 million yuan (including interest income). As there is a certain construction cycle in the construction of raised investment projects, according to the construction progress of raised investment projects, some of the raised funds are idle in the short term at this stage. On the premise of not affecting the construction of raised investment projects and the normal operation of the company, the company will make rational use of idle raised funds for cash management to improve the use efficiency of raised funds.
3、 The company held the 24th Meeting of the first board of directors and the 21st Meeting of the first board of supervisors on March 1, 2021, and the first extraordinary general meeting of shareholders in 2021 on March 19, 2021, The proposal on using some idle raised funds and self owned funds for cash management was reviewed and passed, and it was agreed to use temporary idle raised funds of no more than RMB 250 million (including the principal amount) and self owned funds of no more than RMB 100 million (including the principal amount) for cash management under the condition of ensuring the construction of investment projects with raised funds and the normal operation of the company, The term of use is valid within 12 months from the date of deliberation and approval by the general meeting of shareholders. Within the above limit and term, the funds can be used on a rolling basis. For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) on March 2, 2021 Announcement on using some idle raised funds and self owned funds for cash management.
In order to further improve the use efficiency and income of temporarily idle raised funds, the company held the 27th meeting of the first board of directors and the 24th Meeting of the first board of supervisors on June 22, 2021, and the second extraordinary general meeting of shareholders in 2021 on July 8, 2021, The proposal on increasing the use of some idle raised funds for cash management was deliberated and adopted, and it was agreed to increase the use of temporary idle raised funds of no more than RMB 80 million (including this amount) for cash management under the condition of ensuring the construction of investment projects with raised funds and the normal operation of the company. The service life is valid within 12 months from the date of deliberation and approval by the general meeting of shareholders, Within the above limit and term, the funds can be used on a rolling basis. For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) on June 23, 2021 Announcement on increasing the use of some idle raised funds for cash management.
As of February 28, 2022, the outstanding balance of the company using idle raised funds for cash management was 265 million yuan, and the outstanding balance of the company using its own funds for cash management was 30 million yuan.
4、 The plan of using idle raised funds and self owned funds for cash management this time
(I) investment purpose
In order to improve the use efficiency of the company’s funds and increase the return of shareholders, the company and its subsidiaries plan to use part of the temporarily idle raised funds and self owned funds for cash management on the premise of ensuring that it does not affect the construction needs of raised investment projects, ensuring the normal operation of the company and effectively controlling risks, so as to better maintain and increase the value of cash and protect the interests of the company’s shareholders.
(II) investment varieties
1. Varieties of idle raised funds investment products
The company and its subsidiaries intend to purchase products with high security, good liquidity, low risk, a term of no more than 12 months or transferable and withdrawable in advance, including but not limited to structured deposits, certificates of deposit and Treasury reverse repurchase varieties. The above products shall not be used for pledge, and the special settlement account for products shall not deposit non raised funds or be used for other purposes. The company will promptly announce the opening or cancellation of the special settlement account for products.
2. Varieties of products invested by self owned funds
The company and its subsidiaries will strictly control risks in accordance with relevant regulations, strictly evaluate the cash management products to be purchased with their own funds, and plan to purchase cash management products with high safety and good liquidity. The purchase channels include but are not limited to commercial banks, securities companies and other financial institutions. The relevant product varieties do not involve high-risk investments such as securities investment and derivatives trading stipulated in the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM.
(III) amount and term
It is proposed to use the temporarily idle raised funds of no more than RMB 215 million (including this amount) and the self owned funds of no more than RMB 30 million (including this amount) for cash management. The use period is from the date of deliberation and approval of this board of directors to the date of deliberation and holding of the board of directors of 2022 annual report. Within the above limit and period, the funds can be used on a rolling basis. When the cash management of temporarily idle raised funds expires, it will be returned to the special account for raised funds in time.
(IV) implementation mode
Within the validity period and limit, the management of the company is authorized to make investment decisions, including but not limited to: selecting qualified financial institutions, varieties of financial products, clarifying the investment amount, investment period, negotiating and communicating contracts or agreements, etc., and signing relevant contract documents. The Finance Department of the company is responsible for the organization, implementation and management.
(V) distribution of cash management income
The income obtained by the company and its subsidiaries from using some idle raised funds for cash management will be managed and used in strict accordance with the requirements of China Securities Regulatory Commission and Shenzhen Stock Exchange on the regulatory measures for raised funds.
(VI) information disclosure
The company will do a good job of information disclosure in accordance with the relevant requirements of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and the guidelines for the self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM.
5、 Investment risk and risk control measures
(I) investment risk analysis
1. Although the investment products have been strictly evaluated, the financial market is greatly affected by the macro-economy. It is not ruled out that the investment is affected by market fluctuations.
2. The company will intervene timely and appropriately according to the economic situation and changes in the financial market, so the actual income of short-term investment is unpredictable.
(II) risk control measures
1. When the company and its subsidiaries use idle raised funds and idle self owned funds to purchase investment products, they will choose investment products with high safety and good liquidity, and clarify the amount, variety and term of investment products, as well as the rights, obligations and legal liabilities of both parties.
2. The Finance Department of the company will check the account balance with the bank in time and do a good job in financial accounting. Once it is found that there are risk factors that may affect the safety of the company’s funds, it will take preservation measures in time to control the investment risk, and conduct real-time analysis and tracking on the use and custody of the funds of the invested products.
3. The internal audit department of the company is responsible for the audit and supervision of investment and financial products and custody, and regularly carry out internal audit on the use and custody of raised funds and idle self owned funds.
4. The independent directors and the board of supervisors of the company have the right to supervise and inspect the use of funds, and can hire professional institutions to audit when necessary.
5. The company will timely perform the obligation of information disclosure in strict accordance with laws and regulations and relevant provisions of normative documents of Shenzhen Stock Exchange.
6、 Impact on the company
The company and its subsidiaries adhere to standardized operation, maintain and increase the value of assets on the premise of preventing risks, and use some idle raised funds and idle self owned funds for cash management under the condition of ensuring the construction of raised projects and the normal operation of the company, which will not affect the construction of raised funds and the normal development of main business of the company, and there is no disguised change in the purpose of raised funds, At the same time, it can improve the efficiency of capital use, obtain certain income and obtain more returns for the company and shareholders.
7、 Review procedures and relevant opinions for implementation
(I) deliberations of the board of directors
The company held the fourth meeting of the second board of directors on March 15, 2022, deliberated and passed the proposal on cash management using some idle raised funds and self owned funds, and agreed that under the condition of ensuring the construction of raised investment projects and the normal operation of the company, Use the temporarily idle raised funds of no more than RMB 215 million (including this amount) and the self owned funds of no more than RMB 30 million (including this amount) for cash management. The service life is from the date of deliberation and approval of this board of directors to the date of deliberation and holding of the board of directors of 2022 annual report. Within the above limit and period, the funds can be used on a rolling basis.
(II) deliberation of the board of supervisors
The company held the fourth meeting of the second board of supervisors on March 15, 2022, deliberated and approved the proposal on cash management using some idle raised funds and self owned funds, and agreed that under the condition of ensuring the construction of raised investment projects and the normal operation of the company, Use the temporarily idle raised funds of no more than RMB 215 million (including this amount) and the self owned funds of no more than RMB 30 million (including this amount) for cash management. The service life is from the date of deliberation and approval of the board of directors to the date of deliberation of the 2022 annual report. Within the above limit and period, the funds can be used in a rolling manner.
(III) opinions of independent directors
The independent directors believe that the company and its subsidiaries use the temporarily idle raised funds and their own funds for cash management without affecting the normal progress of the investment plan of the raised funds and the safety of the raised funds, there is no situation of changing the investment direction of the company’s raised funds and damaging the interests of shareholders, and can effectively improve the use efficiency of the raised funds and protect the interests of shareholders, Comply with 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 Listing Rules of GEM stocks of Shenzhen Stock Exchange, the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, and the company’s management system for raised funds According to the requirements of laws and regulations, the decision-making procedure is legal and effective.
Therefore, the independent directors unanimously agree that the company and its subsidiaries use some idle raised funds and self owned funds for cash management.
(IV) opinions of the recommendation institution
