Shenzhen Fluence Technology Plc(300647) verification report on the use of funds raised in the previous time
Zhonghuan zhuanzi (2022) No. 1110023
About the funds raised by Shenzhen Fluence Technology Plc(300647) last time
Assurance report on usage
Zhonghuan zhuanzi (2022) No. 1110023 Shenzhen Fluence Technology Plc(300647) all shareholders:
We have accepted the entrustment to carry out the verification of the attached report on the use of the previously raised funds of Shenzhen Fluence Technology Plc(300647) (hereinafter referred to as " Shenzhen Fluence Technology Plc(300647) company") as of December 31, 2021.
In accordance with the provisions on the report on the use of the previously raised funds issued by the China Securities Regulatory Commission, prepare the report on the use of the previously raised funds and ensure that its contents are true, accurate and complete without false records, misleading statements or major omissions, and provide us with true, legal and complete physical evidence, original written materials, copies The board of directors of Shenzhen Fluence Technology Plc(300647) company is responsible for oral testimony and other evidence we deem necessary. Our responsibility is to put forward the assurance conclusion on the report on the use of the previously raised funds on the basis of the implementation of the assurance work.
We have carried out the assurance work 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, which requires us to abide by the code of professional ethics for Chinese certified public accountants, plan and carry out the verification work, so as to obtain reasonable assurance about whether there is no material misstatement in the report on the use of previously raised funds. In the process of assurance, we have implemented procedures that we consider necessary, such as spot checking accounting records and recalculating the amount of relevant items. We believe that our assurance work provides a reasonable basis for making assurance conclusions.
We believe that the attached report on the use of funds raised by Shenzhen Fluence Technology Plc(300647) as of December 31, 2021 has been prepared in accordance with the provisions on the report on the use of funds raised by Shenzhen Fluence Technology Plc(300647) as of December 31, 2021, which truthfully reflects the use of funds raised by Shenzhen Fluence Technology Plc(300647) as of December 31, 2021 in all major aspects.
This assurance report is only used for Shenzhen Fluence Technology Plc(300647) simple financing and shall not be used for any other purpose. We agree that this assurance report, as a necessary document for Shenzhen Fluence Technology Plc(300647) simple financing, shall be submitted to China Securities Regulatory Commission together with other application materials.
(no text below)
(this page is dedicated to the signature and seal of the verification report on the use of Shenzhen Fluence Technology Plc(300647) previously raised funds)
Zhongshen Zhonghuan Certified Public Accountants (special general partnership) Chinese certified public accountant:
Xiao Mingming
Chinese certified public accountant:
Liu Yanlin
Wuhan, China March 18, 2022
Shenzhen Fluence Technology Plc(300647)
Report on the use of previously raised funds
In accordance with the provisions on the report on the use of the previously raised funds issued by the China Securities Regulatory Commission, Shenzhen Shenzhen Fluence Technology Plc(300647) Technology Co., Ltd. (hereinafter referred to as "the company" or "the company") has prepared the report on the use of the previously raised funds as of December 31, 2021.
1、 Basic information of previously raised funds
According to the reply of China Securities Regulatory Commission on Approving the registration of Shenzhen Fluence Technology Plc(300647) issuing shares to specific objects (zjxk [2020] No. 2570), the registration application of the company for issuing shares to specific objects to raise funds is approved. The company issued 73816143 RMB ordinary shares (A shares) to specific objects, with a par value of 1.00 yuan per share and an issue price of 7.18 yuan / share. The total amount of funds raised was 5299990674 yuan. After deducting the relevant issuance expenses (excluding tax) of 575471697 yuan, the net amount of funds raised was 52424518977 yuan. The raised funds have been transferred to the designated account of the company on April 16, 2021. The above funds have been verified in the capital verification report (zhyz (2021) No. 1100013) issued by Zhongshen Zhonghuan Certified Public Accountants (special general partnership).
As of December 31, 2021, the amount of raised funds not used was 31063329174 yuan. The deposit of raised funds in the special account is as follows:
Remarks on account number balance of opening bank of project implementation subject
China Industrial And Commercial Bank Of China Limited(601398)
Shenzhen Shenzhen Fluence Technology Plc(300647) Technology Co., Ltd. 40001098191003206686050524713 5g cooling Industrial Technology Co., Ltd. park construction project Shenzhen Longgang sub branch
Shenzhen Shenzhen Fluence Technology Plc(300647) Branch China Industrial And Commercial Bank Of China Limited(601398) supplementary Working Capital Co., Ltd. 400010981910032054412721128 gold project (interest of Yuji Co., Ltd. Shenzhen Longgang sub branch)
Shenzhen Shenzhen Fluence Technology Plc(300647) Branch China Industrial And Commercial Bank Of China Limited(601398)
Co., Ltd. / 20000000000 structured deposit Technology Co., Ltd. Shenzhen Longgang sub branch
Shenzhen Shenzhen Fluence Technology Plc(300647) section Ping An Bank Co.Ltd(000001) Shenzhen 5000000000
Technology Co., Ltd. central city sub branch / structured deposit
Remarks on account number balance of opening bank of project implementation subject
Shenzhen Shenzhen Fluence Technology Plc(300647) section Ping An Bank Co.Ltd(000001) Shenzhen 833.33
Interest on the balance of Zhongcheng sub branch of Technology Co., Ltd. 15000107551273
2、 Actual use of previously raised funds
(I) use of funds raised last time
As of December 31, 2021, the actual use of the previously raised funds is shown in the attached table: comparison table of the use of the previously raised funds.
(II) changes in the actual investment projects of the previously raised funds
As of December 31, 2021, there is no change in the actual investment projects of the previously raised funds.
(III) early investment and replacement of investment projects invested by the previously raised funds
On May 12, 2021, the seventh meeting of the third board of directors and the seventh meeting of the third board of supervisors held by the company deliberated and adopted the proposal on using raised funds to replace self raised funds invested in advance and paid issuance expenses, and agreed to use raised funds to replace self raised funds invested in advance and paid issuance expenses of RMB 28.031 million. The independent directors of the company issued the independent opinions agreed, the sponsor issued the verification opinions, and Zhongshen Zhonghuan Certified Public Accountants (special general partnership) issued the assurance report on Shenzhen Fluence Technology Plc(300647) using the raised funds to replace the self raised funds for the pre invested projects and issuance expenses (Zhonghuan zhuanzi (2021) No. 1100105). (IV) other information about the use of the previously raised funds
1. On May 12, 2021, the seventh meeting of the third board of directors and the seventh meeting of the third board of supervisors held by the company deliberated and approved the proposal on using temporarily idle raised funds for cash management, and agreed that the company would use temporarily idle raised funds of no more than RMB 250 million (including this amount) for cash management on the premise of ensuring the normal implementation of the use plan of raised funds. The above quota is valid for 12 months from the date of adoption by the board of directors of the company. During the validity period of the above quota and resolution, the funds can be used on a rolling basis. The independent directors of the company gave their independent opinions, and the recommendation institution gave its verification opinions.
2. On May 12, 2021, the seventh meeting of the third board of directors and the seventh meeting of the third board of supervisors held by the company deliberated and adopted the proposal on adjusting the amount of funds to be invested in the investment projects with raised funds. Since the actual net amount of funds raised by the company's issuance of shares to specific objects is less than the funds to be invested, in order to improve the efficiency of the use of raised funds, To ensure the smooth development of the projects invested with raised funds, the company adjusted the investment amount of the projects invested with raised funds according to the actual situation, from the original plan of 600 million yuan to 5242452 million yuan. The independent directors of the company gave their independent opinions, and the recommendation institution gave its verification opinions.
(V) purpose and destination of the previously raised funds that have not been used
1. On November 24, 2021, the company purchased Ping An Bank Co.Ltd(000001) corporate structured deposits with the temporarily idle raised funds of 50 million yuan, with the term expiring on January 24, 2022; As of the end of the reporting period, the structured deposit had not been recovered due.
2. On December 2, 2021, the company purchased Industrial And Commercial Bank Of China Limited(601398) structured deposits in China with the temporarily idle raised funds of 100 million yuan, with the term expiring on March 7, 2022; As of the end of the reporting period, the structured deposit had not been recovered due. 3. On December 21, 2021, the company purchased Industrial And Commercial Bank Of China Limited(601398) structured deposits in China with the temporarily idle raised funds of 100 million yuan, with the term expiring on February 7, 2022; As of the end of the reporting period, the structured deposit had not been recovered due. 4. Other remaining raised funds and interests shall be deposited in the company's special account for raised funds and the special settlement account for cash management of raised funds.
(VI) benefits achieved by the investment projects with the funds raised last time
The investment project of the company's previous raised funds is still under construction, has not yet reached the usable state and has not produced benefits.
(VII) subscription of shares with assets
The company has no relevant assets related to the subscription of shares with assets in the previous issuance.
3、 Comparison between the actual situation of the previously raised funds and the publicly disclosed information
The actual use of the raised funds in the above-mentioned report on the use of the previously raised funds of the company is consistent with the relevant contents disclosed in the company's regular reports and other information disclosure documents, and there is no difference between the actual situation and the disclosure contents.
4、 Conclusion
The company's previously raised funds have been in place, the issuance process is legal and compliant, and the previously raised funds have been used according to the application plan of the raised funds disclosed in the previous stock issuance plan; The company does not change the purpose of the raised funds in a disguised form or damage the interests of shareholders; The use and management of raised funds are standardized, and relevant management and supervision mechanisms have been established. There is no case of illegal use of raised funds. The company has faithfully fulfilled the obligation of disclosure on the investment direction and progress of the previously raised funds.
Attached table: comparison of the use of funds raised in the previous time
Shenzhen Fluence Technology Plc(300647)
March 18, 2022
