Securities code: 002179 securities abbreviation: Avic Jonhon Optronic Technology Co.Ltd(002179) announcement Code: No. 2022-001
Avic Jonhon Optronic Technology Co.Ltd(002179)
Announcement on signing tripartite and quadripartite supervision agreements for raised funds
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、 Overview of raised funds
Avic Jonhon Optronic Technology Co.Ltd(002179) (hereinafter referred to as “the company”) approved by the reply on approving Avic Jonhon Optronic Technology Co.Ltd(002179) non-public development of shares (zjxk [2021] No. 3707) of China Securities Regulatory Commission, non-public issuance of 35576016 RMB ordinary shares at an issue price of 95.57 yuan per share, with a total raised capital of 33999991.23 yuan, After deducting the expenses related to the issuance (excluding tax) of RMB 7080188.68, the net amount of funds actually raised is RMB 3392919802.55. The availability of the above raised funds has been verified by Dahua Certified Public Accountants (special general partnership) and confirmed by issuing the capital verification report of Avic Jonhon Optronic Technology Co.Ltd(002179) non public development bank RMB common shares (A shares) (Dahua Yan Zi [2021] No. 000896).
2、 Signing of supervision agreement on raised funds and opening of special account for raised funds
In order to standardize the management and use of raised funds and protect the interests of investors, in accordance with the stock listing rules of Shenzhen Stock Exchange and the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange (revised in 2020) According to 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 company’s measures for the management of the use of raised funds, the company and its sponsor ( Citic Securities Company Limited(600030) and AVIC Securities Co., Ltd.) signed the tripartite supervision agreement on raised funds with two regulatory banks respectively, and the company and its subsidiary Avic Jonhon Optronic Technology Co.Ltd(002179) (Guangdong) Co., Ltd The sponsor ( Citic Securities Company Limited(600030) , AVIC Securities Co., Ltd.) signed the four party supervision agreement on raised funds with a regulatory bank and opened a special account for raised funds (hereinafter referred to as “special account”) in the regulatory bank. As of December 28, 2021, the opening and storage of the special account for raised funds are as follows:
Account number of deposit bank (10000 yuan) purpose
China Citic Bank Corporation Limited(601998) Luo Avic Jonhon Optronic Technology Co.Ltd(002179) foundation Qiyang branch business department 8111101013701400878130000.00 pieces of Industrial Park Project (phase I)
China China Construction Bank Corporation(601939) Co., Ltd. Avic Jonhon Optronic Technology Co.Ltd(002179) (Guangdong) Luoyang Jianxi sub branch 41050168620809888888110000.00 Co., Ltd. South China Industrial Base Project
China Merchants Bank Co.Ltd(600036) Luo 371902430111055899319.96 supplementary working capital
Yang Branch Sales Department
3、 Main contents of the tripartite supervision agreement on raised funds
The company, the sponsor Citic Securities Company Limited(600030) , AVIC Securities Co., Ltd. and China Citic Bank Corporation Limited(601998) Zhengzhou Branch signed the tripartite supervision agreement on raised funds; The company, its sponsor Citic Securities Company Limited(600030) , AVIC Securities Co., Ltd. and China Merchants Bank Co.Ltd(600036) Luoyang Branch signed the tripartite supervision agreement on raised funds. The main contents of the above two agreements are as follows:
Party A: Avic Jonhon Optronic Technology Co.Ltd(002179) (hereinafter referred to as “party a”)
Party B: China Citic Bank Corporation Limited(601998) Zhengzhou branch \ \ China Merchants Bank Co.Ltd(600036) Luoyang Branch (hereinafter referred to as “Party B”)
Party C I: Citic Securities Company Limited(600030) (sponsor) (hereinafter referred to as “Party C I”)
Party C 2: AVIC Securities Co., Ltd. (sponsor) (hereinafter referred to as “Party C 2”, “Party C 1” and “Party C 2” are collectively referred to as “Party C”)
1. Party A has opened a special account for raised funds (hereinafter referred to as “special account”) with Party B. the special account is only used for the storage and use of raised funds of relevant projects of Party A and shall not be used for other purposes.
2. As of the date of signing this agreement, Party A has not stored the raised funds in the form of deposit certificate. If the raised funds are stored in the form of certificates of deposit, the parties will sign a supplementary agreement to agree on the storage and supervision of the raised funds in the form of certificates of deposit.
3. Party A and Party B shall jointly abide by the bill law of the people’s Republic of China, the measures for payment and settlement, the measures for the administration of RMB bank settlement accounts and other laws, regulations and rules.
4. As the sponsor of Party A, Party C shall appoint a sponsor representative or other staff to supervise the use of the raised funds of Party A in accordance with relevant regulations. Party C shall perform its supervision duties in accordance with the measures for the administration of securities issuance and listing recommendation business, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the raised funds management system formulated by Party A, and has the right to exercise its supervision power by means of on-site investigation and written inquiry. Party A and Party B shall cooperate with Party C’s investigation and inquiry. Party C shall conduct on-site inspection on the storage and use of Party A’s raised funds every six months.
5. Party A authorizes Huang Kai, Yang Meng, Shen Xiqiang and Wang Hongliang, the sponsor representatives designated by Party C, to inquire and copy the information of Party A’s special account at any time; Party B shall timely, accurately and completely provide it with the required information about the special account.
When the sponsor representative inquires about the special account of Party A from Party B, he shall issue his own legal identity certificate; Other staff members designated by Party C shall issue their own legal identity certificate and letter of introduction when inquiring about the special account of Party A from Party B.
6. Party B shall issue a statement of account to party a monthly (before the 5th day of each month) and send a copy to Party C. Party B shall ensure that the statement is true, accurate and complete.
7. If Party A withdraws more than 50 million yuan or 20% of the net raised funds from the special account once or within 12 months, Party A and Party B shall timely notify Party C by fax or other means within 2 working days of payment, and provide the expenditure list of the special account.
8. Party C has the right to change the designated sponsor representative in accordance with relevant regulations. If Party C changes the recommendation representative, it shall notify Party B in writing of relevant supporting documents, and notify Party A and Party B in writing of the contact information of the changed recommendation representative in accordance with the requirements of this agreement. The replacement of the sponsor representative shall not affect the effectiveness of this agreement.
9. If Party B fails to issue a statement of account to Party C in time for three consecutive times or notify Party C of large withdrawals from the special account, and fails to cooperate with Party C in investigating the special account, Party A has the right or Party C may require Party A to unilaterally terminate this Agreement and cancel the special account for raised funds.
10. This Agreement shall come into force from the date when the legal representatives or their authorized representatives of each party sign and affix their respective official seals or special seals for contracts, and shall become invalid after all the funds in the special account are spent and the supervision period of Party C ends.
11. If any party to this agreement violates relevant laws and regulations or any provisions under this Agreement and causes losses to other parties, the breaching party shall bear all liabilities arising therefrom and compensate the observant party for all losses and expenses incurred therefrom.
12. Any dispute arising under or in connection with this Agreement shall first be settled through negotiation between the parties to the dispute. If no settlement can be reached through negotiation, the parties to the dispute shall submit it to Beijing Arbitration Commission in Beijing and make a final award in accordance with its arbitration rules in force at the time of submission to arbitration. The arbitration shall be conducted in Chinese. The arbitration award shall be final and binding on all parties.
4、 Main contents of the four party supervision agreement on raised funds
The company and its subsidiaries Avic Jonhon Optronic Technology Co.Ltd(002179) (Guangdong) Co., Ltd., the sponsor Citic Securities Company Limited(600030) , and AVIC Securities Co., Ltd. signed the four party supervision agreement on raised funds with China Construction Bank Corporation(601939) Luoyang Branch. The main contents of the agreement are as follows:
Party A: Avic Jonhon Optronic Technology Co.Ltd(002179) (hereinafter referred to as “party a”)
Party B: Avic Jonhon Optronic Technology Co.Ltd(002179) (Guangdong) Co., Ltd. (hereinafter referred to as “Party B”)
Party C: China Construction Bank Corporation(601939) Luoyang Branch (hereinafter referred to as “Party C”)
Ding Fangyi: Citic Securities Company Limited(600030) (sponsor) (hereinafter referred to as “Ding Fangyi”)
Party D 2: AVIC Securities Co., Ltd. (sponsor) (hereinafter referred to as “Party D 2”, “Party D 1” and “Party D 2” are collectively referred to as “Party D”)
1. Party B has opened a special account for raised funds (hereinafter referred to as “special account”) with Party C. The special account is only used for the storage and use of raised funds of relevant projects of Party B and shall not be used for other purposes.
2. As of the date of signing this agreement, Party B has not stored the raised funds in the form of deposit certificate. If the raised funds are stored in the form of certificates of deposit, the parties will sign a supplementary agreement to agree on the storage and supervision of the raised funds in the form of certificates of deposit.
3. Party B and Party C shall jointly abide by the bill law of the people’s Republic of China, the measures for payment and settlement, the measures for the administration of RMB bank settlement accounts and other laws, regulations and rules.
4. Party D, as the sponsor of Party A, shall appoint a sponsor representative or other staff to supervise the use of the raised funds of Party A and Party B in accordance with relevant regulations. Party D shall perform its supervisory duties in accordance with the measures for the administration of securities issuance and listing recommendation business, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the raised funds management system formulated by Party A, and has the right to exercise its supervisory power by means of on-site investigation and written inquiry. Party A, Party B and Party C shall cooperate with Party D’s investigation and inquiry. Party D shall conduct on-site inspection on the storage and use of the raised funds of Party A and Party B every six months.
5. Party A authorizes Party D’s designated sponsor representatives Huang Kai, Yang Meng, Shen Xiqiang and Wang Hongliang to inquire and copy the information of Party B’s special account at any time; Party C shall timely, accurately and completely provide it with the required information about the special account.
When the above-mentioned four sponsor representatives inquire Party C about the special account of Party B, they shall issue their own legal identity certificates; When other staff members designated by Party D inquire Party C about the special account of Party B, they shall issue their own legal identity certificate and unit introduction letter.
6. Party C shall issue a statement of account to Party A and Party B on a monthly basis (before the 5th day of each month) and send a copy to Party D. Party C shall ensure that the statements are true, accurate and complete.
7. If Party B withdraws more than 50 million yuan or 20% of the net raised funds from the special account once or within 12 months, Party B and Party C shall timely notify Party D by fax or other means within 2 working days after payment, and provide the expenditure list of the special account.
8. Party D has the right to change the designated sponsor representative in accordance with relevant regulations. If Party D changes the recommendation representative, it shall notify Party C in writing of relevant supporting documents, and notify Party A, Party B and Party C in writing of the contact information of the changed recommendation representative in accordance with the requirements of Article 14 of this agreement. The replacement of the sponsor representative shall not affect the effectiveness of this agreement.
9. If Party C fails to issue a statement of account to Party D in time for three consecutive times or notify Party D of large withdrawals from the special account, and fails to cooperate with Party D in investigating the special account, Party A and Party B have the right or Party D can require Party A and Party B to unilaterally terminate this Agreement and cancel the special account for raised funds.
10. This Agreement shall take effect from the date when the legal representatives or their authorized representatives of each party sign and affix the official seal or special seal for contract of their respective units, and shall become invalid after all the funds in the special account are spent and the supervision period of Party D ends.
11. If any party to this agreement violates relevant laws and regulations or any provisions under this Agreement and causes losses to other parties, the breaching party shall bear all liabilities arising therefrom and compensate the observant party for all losses and expenses incurred therefrom.
12. Any dispute arising under or in connection with this Agreement shall first be settled through negotiation between the parties to the dispute. If no settlement can be reached through negotiation, the parties to the dispute shall submit it to Beijing Arbitration Commission in Beijing and make a final award in accordance with its arbitration rules in force at the time of submission to arbitration. The arbitration shall be conducted in Chinese. The arbitration award shall be final and binding on all parties.
5、 Documents for future reference
1. Tripartite supervision agreement on raised funds;
2. Four party supervision agreement on raised funds;
3. Capital verification report of Avic Jonhon Optronic Technology Co.Ltd(002179) non public development bank RMB common shares (A shares) issued by Dahua Certified Public Accountants (special general partnership) (Dahua Yan Zi [2021] No. 000896).
It is hereby announced.
Avic Jonhon Optronic Technology Co.Ltd(002179) board of directors
January 7, 2002
