Securities code: 301179 securities abbreviation: Zeyu intelligent Announcement No.: 2022014 Jiangsu Zeyu Intelligent Power Co., Ltd
As for the special report on the deposit and use of raised funds in 2021, 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.
1、 Basic information of raised funds
（1） Actual amount of raised funds and arrival time of funds
The company has been approved by the China Securities Regulatory Commission (CSRC) in zjxk [2021] No. 3104 document, and the lead underwriter Huatai United Securities Co., Ltd. adopts directional placement to strategic investors and offline inquiry placement to qualified investors through your system (hereinafter referred to as “offline issuance”) 33 million ordinary shares (A shares) in RMB were issued to the public through the combination of online pricing issuance (hereinafter referred to as “online issuance”) to social public investors holding non restricted A-Shares and the market value of non restricted depositary receipts in Shenzhen market. The issuance price was 43.99 yuan per share, and the total amount of funds raised was 145167 million yuan, After deducting 1033636 million yuan of underwriting Commission and recommendation fee of securities companies (the amount including tax of underwriting Commission and recommendation fee is 1044236 million yuan, the amount including tax of underwriting and recommendation fee paid in the early stage is 1.06 million yuan, and the amount including tax of the remaining part of this payment is 1033636 million yuan), the lead underwriter Huatai United Securities Co., Ltd. remitted it to the raised funds supervision account opened by the company in the following banks on December 3, 2021:
Account number amount of deposit bank (10000 yuan) Industrial And Commercial Bank Of China Limited(601398) Nantong Chengnan sub branch 111182212910018288877620.48 Agricultural Bank Of China Limited(601288) Nantong Gaodian sub branch 1071660104 Xiamen Sunrise Wheel Group Co.Ltd(002593) 437008.30 Industrial Bank Co.Ltd(601166) Nantong Chengdong sub branch 408810010 Dhc Software Co.Ltd(002065) 41000000 China Zheshang Bank Co.Ltd(601916) Nantong Branch 306 Ping An Bank Co.Ltd(000001) 012012012100527325.74 Bank Of Nanjing Co.Ltd(601009) Nantong Branch 0601230 China Vanke Co.Ltd(000002) 4982876.12 total 13483064
The total issuance expenses (excluding tax) of the company is RMB 11971220666, including:
Project amount (10000 yuan) remarks
Sponsor underwriting fee 985128 – lawyer fee 584.91 – accountant fee 943.40 – Information Disclosure fee 490.57 – issuance Handling charges and other 101.07 issuance handling charges include the final stamp duty
Total 1197122
After deducting the total issuance expenses excluding value-added tax of RMB 1197122 million from the above-mentioned raised funds, the net amount of the company’s raised funds this time is RMB 13319578 million. The availability of the above raised funds has been verified by Zhonghui Certified Public Accountants (special general partnership), which issued the capital verification report (Zhonghui kuaiyan [2021] No. 7850) on December 3, 2021.
（2） Use and balance of raised amount
As of December 31, 2021, the balance of the raised funds (including the net amount of interest income and cash management income deducting bank handling charges, the raised investment project funds that have not been replaced and the paid issuance expenses that have not been replaced) is 1219622200 yuan, of which the balance of the special account for raised funds is 21991800 yuan, and the balance of cash management with idle raised funds is 1197630400 yuan. The details are as follows:
No. project amount (10000 yuan) 1 total amount of raised funds 14516700 2 minus: 1123564 3 issuance expenses invested in raised project funds (including tax) 1208736 4 replacement of project funds invested in raised funds in advance 111550 5 replacement of paid issuance expenses (excluding tax) 410.52 6 plus: net amount of interest income and cash management income deducting handling charges 118.22 7 raised investment project payment for uncompleted replacement 111550 8 paid issuance expenses for uncompleted replacement (excluding tax) 410.52 9 balance of raised funds 12196222 9.1 of which: balance of special account for raised funds 219918 9.2 balance of cash management with idle raised funds 11976304
2、 Management of raised funds
（1） Management of raised funds
In order to standardize the management and use of raised funds, improve the efficiency and efficiency of fund use, and protect the interests of investors, the company, in accordance with the company law, the securities law and the 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) In accordance with the provisions of relevant laws, regulations and normative documents such as Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020) and Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies, and in combination with the actual situation of the company, the company has formulated the measures for the administration of raised funds (hereinafter referred to as the “measures”).
According to the management measures, the company adopts the special account storage system for the raised funds, establishes a special account for the raised funds in the bank, and together with the sponsor Huatai United Securities Co., Ltd., signed the tripartite supervision agreement for the raised funds with Industrial And Commercial Bank Of China Limited(601398) Nantong Chengnan sub branch, Agricultural Bank Of China Limited(601288) Nantong Gaodian sub branch, Industrial Bank Co.Ltd(601166) Nantong Chengdong sub branch, China Zheshang Bank Co.Ltd(601916) Nantong Branch and Bank Of Nanjing Co.Ltd(601009) Nantong Branch respectively, It defines the rights and obligations of all parties. There is no significant difference between the tripartite supervision agreement and the model tripartite supervision agreement of Shenzhen Stock Exchange. The company has strictly followed and performed the raised funds in order to facilitate the management and use of the raised funds and supervise their use, so as to ensure that the special funds are used for special purposes.
（2） Special account storage of raised funds
As of December 31, 2021, the company has five special accounts for raised funds, and the storage of raised funds is as follows: (unit: RMB)
Deposit bank account number account category storage balance remarks
China Zheshang Bank Co.Ltd(601916) Co., Ltd. 306 Ping An Bank Co.Ltd(000001) 01201010210052 special account for raised funds 2127022005
Nantong Branch China Industrial And Commercial Bank Of China Limited(601398) Co., Ltd
Limited company Nantong Chengnan 1111822129100182888 special account for raised funds 50000000-
Sub Branch China Agricultural Bank Of China Limited(601288) Co., Ltd
Nantong Gaodian Co., Ltd. 1071660104 Xiamen Sunrise Wheel Group Co.Ltd(002593) 4 special account for raised funds 21662769-
Sub branch
Industrial Bank Co.Ltd(601166) Co., Ltd. 40888010010 Dhc Software Co.Ltd(002065) 4 special account for raised funds 500000
Company Nantong Chengdong sub branch
Bank Of Nanjing Co.Ltd(601009) Co., Ltd. 060123 China Vanke Co.Ltd(000002) 498 special account for raised funds-
Nantong Branch of the company
Total 2199184774
3、 Actual use of raised funds this year
See Appendix 1 of this report for the comparison table of the use of raised funds in 2021.
（1） Use of funds for investment projects with raised funds
1. Description of the situation that the benefits of the investment project with raised funds cannot be calculated separately
The raised funds are planned to be used for four projects, namely “smart grid comprehensive service capacity improvement project”, “smart grid technology research institute construction project”, “information management system construction project” and “supplementary working capital project”.
The construction project of smart grid technology research institute does not directly produce and sell products, so it does not produce direct economic benefits. The indirect economic benefits of the project will be reflected in the products developed and services provided by the company in the future.
The construction project of enterprise information management system does not directly produce and sell products, so it does not produce direct economic benefits. The indirect economic benefits of the project will be reflected in the future operation of the company.
Replenishing working capital does not directly produce economic benefits, but it helps to improve the use efficiency of raised funds and the profitability of the company, so as to produce indirect benefits.
2. There are no other abnormalities in the project invested with raised funds.
（2） Changes in the place and mode of implementation of the project invested with raised funds
There was no change in the implementation location and implementation mode of the company’s investment projects with raised funds this year.
（3） Advance investment and replacement of investment projects with raised funds
On December 29, 2021, the 21st Meeting of the first board of directors and the 13th meeting of the first board of supervisors deliberated and approved the proposal on using the raised funds to replace the self raised funds of the pre invested projects and the paid issuance expenses, and agreed to use the raised funds of 11.155 million yuan to replace the self raised funds of the pre invested projects. The sponsor and independent directors expressed their consent on the above matters. Zhonghui Certified Public Accountants (special general partnership) issued the notice on Jiangsu Zeyu Intelligent Power Co., Ltd. investing the raised capital in advance with self raised capital on December 27, 2021
