Sinolink Securities Co.Ltd(600109)
about
Zhejiang Liansheng Chemical Co., Ltd. initial public offering and listing on the gem
Issuance recommendation
Sponsor (lead underwriter)
(No. 95, dongchenggenshang street, Qingyang District, Chengdu)
February, 2002
Statement
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation), the measures for the administration of securities issuance and listing recommendation business and other relevant laws and administrative regulations, as well as the provisions of the China Securities Regulatory Commission, the recommendation institution and the recommendation representative are honest, trustworthy, diligent and responsible, and in strict accordance with the business rules formulated according to law The issuance recommendation letter shall be issued in accordance with the industry practice code and code of ethics, and the authenticity, accuracy and integrity of the issued documents shall be guaranteed.
catalogue
Declare that 1 catalog 2 interpretation Section 1 basic information of this securities issuance 4 I. project personnel of the sponsor 4 II. Basic information of the issuer 4 III. interests and main business transactions between the recommendation institution and its related parties and the issuer and its related parties 5 IV. internal audit procedures and core opinions of the recommendation institution 5 v. verification of relevant behaviors such as paid employment of third-party institutions and individuals Section 2 commitments of the sponsor 9 Section III recommendation on this securities issuance 10 I. The recommendation conclusion of the recommendation institution on the issuance and listing of Securities 2. The decision-making procedure of this securities issuance complies with the company law and the relevant provisions of the CSRC 10 III. this securities issuance meets the issuance conditions stipulated in the securities law IV. this issuance of securities complies with the relevant provisions of the IPO measures 11 v. main risks of the issuer 15 VI. development prospect of the issuer VII. The sponsor’s verification and conclusion of the issuer’s main operating conditions after the audit deadline of the financial report according to the guidelines on the disclosure of main financial information and operating conditions after the audit deadline of the prospectus of initial public offering and listed companies (CSRC announcement [2020] No. 43) VIII. Verification conducted by the recommendation institution in accordance with the requirements of Q & A on issuance supervision – answers to questions on the filing of private investment funds related to issuance Supervision IX. deep integration of the issuer with new technologies, Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) , new business forms and new models (applicable to GEM)
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interpretation
In this offering recommendation letter, unless the context otherwise requires, the following abbreviations and terms have the following meanings:
Issuer, company and joint stock company refer to Zhejiang Liansheng Chemical Co., Ltd
Liansheng chemical
Liansheng Chemical Co., Ltd. refers to Linhai Liansheng Chemical Co., Ltd., which is the predecessor of Liansheng chemical
Liansheng group refers to Liansheng Chemical Group Co., Ltd., which is the controlling shareholder of Liansheng chemical
Liansheng industry refers to Zhejiang Liansheng Chemical Industry Co., Ltd., which is the former name of Liansheng group
Taizhou high investment refers to Taizhou Goldman Sachs investment partnership (limited partnership) and the shareholder of Liansheng chemical
Liansheng import and export refers to Zhejiang Liansheng import and Export Co., Ltd., a wholly-owned subsidiary of Liansheng chemical
Ruisheng pharmaceutical refers to Leping Ruisheng Pharmaceutical Co., Ltd., a subsidiary of Liansheng Chemical Holdings
Beijiao chemical refers to Cangzhou Lingang Beijiao Chemical Co., Ltd., a wholly-owned subsidiary of Liansheng chemical
Zhoushan Liansheng refers to Zhoushan Liansheng Chemical Co., Ltd., a wholly-owned subsidiary of Liansheng chemical
Liansheng engineering refers to Taizhou Liansheng Chemical Engineering Co., Ltd., a wholly-owned subsidiary of Liansheng group
Liansheng storage refers to Zhejiang Liansheng storage Co., Ltd., a wholly-owned subsidiary of Liansheng group
The actual controllers refer to Mou Jianyu, Yu Kuai and Yu Xiaoou
Sponsor / sponsor / Sinolink Securities Co.Ltd(600109) refers to Sinolink Securities Co.Ltd(600109)
Lawyer of the issuer / Guohao refers to Guohao law firm (Hangzhou)
Issuer’s accountant / Reporting Accountant / refers to Tianjian Certified Public Accountants (special general partnership)
Tianjian accountant
Appraisal institution / Kunyuan appraisal refers to Kunyuan Asset Appraisal Co., Ltd
China Securities Regulatory Commission
Shenzhen stock exchange refers to Shenzhen Stock Exchange
Company Law refers to the company law of the people’s Republic of China
Securities Law refers to the securities law of the people’s Republic of China
The IPO Measures refer to the measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation)
The administrative measures for recommendation refers to the administrative measures for the recommendation business of securities issuance and listing
The articles of association refers to the articles of association of Zhejiang Liansheng Chemical Co., Ltd
Yuan means RMB yuan
The reporting period refers to 2018, 2019, 2020 and January June 2021
Unless otherwise specified in this offering recommendation letter, relevant terms have the same meaning as in the prospectus of Zhejiang Liansheng Chemical Co., Ltd. for initial public offering and listing on the gem (application draft).
Section 1 basic information of this securities issuance
1、 Project personnel of the sponsor (I) name of the sponsor
Sinolink Securities Co.Ltd(600109) (hereinafter referred to as “the sponsor” or ” Sinolink Securities Co.Ltd(600109) “). (II) information of the recommendation representative designated by the recommendation institution
Name recommendation business practice
With many years of experience in investment banking, he has successively presided over or participated in the listing of many companies such as Tongyu Heavy Industy Co.Ltd(300185) IPO Nie min project and Jiangxi Synergy Pharmaceutical Co.Ltd(300636) IPO project. At present, he has no project to continuously supervise the sponsor representative.
Zhang Feng has many years of experience in investment banking and participated in the listing of Jiangxi Synergy Pharmaceutical Co.Ltd(300636) IPO project. At present, he has no project to continuously supervise the sponsor representative.
(III) Co sponsors of the securities issuance project and members of its project team
1. Project Co sponsor
Liu Ting: sponsor representative, with more than five years of experience in investment banking, participated in the listing recommendation and stock issuance projects of several new third board companies such as Jing’an Co., Ltd. (871772), spring Ecology (871600) and Kent Catalysis (837696), as well as the restructuring and guidance of many companies.
2. Other project team members
Hu Ning, Zeng Yating. 2、 Basic information of the issuer
Company name: Zhejiang Liansheng Chemical Co., Ltd
Date of establishment: October 19, 2007
Address: No. 9, Donghai Third Avenue, toumengang new area, Linhai City, Zhejiang Province
Tel: (0576) 883132888555
Fax: (0576) 85589338
Contact: Zhou Zhengying
Email: [email protected].
Licensed items: production of hazardous chemicals; Operation of hazardous chemicals; Technology import and export; Import and export of goods (items subject to approval according to law can only be carried out after being approved by relevant departments. Business scope: activities. The specific business items shall be subject to the approval results). General items: Sales of chemical products (excluding licensed chemical products); Production of chemical products (excluding licensed chemical products) (except for projects subject to approval according to law, carry out business activities independently according to law with business license).
Type of securities issuance: IPO and listing on GEM
3、 Interests and main business transactions between the recommendation institution and its related parties and the issuer and its related parties (I) interests between the recommendation institution and its related parties and the issuer and its related parties
1. The sponsor or its controlling shareholders, actual controllers and important related parties do not hold shares of the issuer or its controlling shareholders, actual controllers and important related parties.
2. The issuer or its controlling shareholders, actual controllers and important related parties do not hold the shares of the sponsor or its controlling shareholders, actual controllers and important related parties.
3. The recommendation representative of the recommendation institution and his / her spouse, and the directors, supervisors and senior managers of the recommendation institution do not have the rights and interests of the issuer or hold positions in the issuer.
4. The controlling shareholders, actual controllers and important related parties of the recommendation institution and the controlling shareholders, actual controllers and important related parties of the issuer do not provide guarantee or financing to each other.
5. In addition to the above description, the recommendation institution and the issuer do not have any other relationship or interest that needs to be explained. (II) main business transactions between the recommendation institution and its related parties and the issuer and its related parties
Except for participating in the issuer’s initial public offering and listing on the gem as a sponsor, the sponsor and its related parties have no other business dealings with the issuer and its related parties. 4、 Internal audit procedures and core opinions of the recommendation institution (I) internal audit procedures
The project team of Zhejiang Liansheng Chemical Co., Ltd. (hereinafter referred to as “Liansheng chemical” or “issuer”) submitted an application after completing the preparation of the application materials, and the sponsor approved the project application materials, as follows: 1. Verification and preliminary review by the quality control department
The quality control department sent Yi Lin and Su shengnv to the project site to inspect the issuer’s production, operation and management process and the work of the project team, and focus on the major legal and financial issues involved in the application materials submitted by the project team, the consistency, accuracy and completeness of various documents and other important issues, And discuss the problems existing in the project with the relevant principals of the issuer and the project team; Reviewed the due diligence working paper of the project, and issued clear acceptance opinions on whether the relevant professional opinions and recommended documents are fully based and whether the project team is diligent and responsible. After the inspection, the quality control department will sort out the problems found in the material verification and on-site inspection, form the quality control preliminary review opinions, and feed them back to the project team of the business department.
2. Pre review Reply of project team
After receiving the quality control preliminary review comments, the project team issued a reply to the quality control preliminary review comments, and modified the application documents according to the quality control preliminary review comments.
3. Audit of kernel Department
The quality control department shall issue the project quality control report in combination with the verification, acceptance of the working paper and the reply to the pre-trial comments of the project team. After the modified application materials of the project team are reviewed and approved, the relevant materials shall be submitted to the internal audit department of the company. After reviewing the application materials of the project team, the pre-trial opinions and quality control reports issued by the quality control department, the core department shall submit them to the core Committee for review.
4. Ask core
Check the due diligence of important matters of the initial project item by item, find out the insufficient work of the sponsor representative and other project personnel, put forward written rectification opinions and require the project personnel to implement them.
5. Hold a kernel meeting
The core meeting of Liansheng chemical’s initial public offering and listing on the gem was held on November 4, 2020. After full discussion and voting by members of the core Committee, the core meeting approved the project of Liansheng chemical’s initial public offering and listing on the gem. (II) core comments
After full discussion, the core Committee believes that the sponsor has conducted necessary due diligence on Liansheng chemical, the application documents have met the requirements of relevant laws and regulations, the information disclosure is true, accurate and complete, and there are no false records, misleading statements or major omissions. At the same time, it believes that the issuer has the basic conditions for initial public offering and listing on the gem, The projects to be invested by the issuer through the initial public offering of shares conform to the national industrial policy and the issuer’s adjustment of industrial structure and deepening
