Soochow Securities Co.Ltd(601555)
About Jiangsu Transimage Technology Co.Ltd(002866)
Recommendation summary report of non-public offering of shares
Name of Sponsor: Soochow Securities Co.Ltd(601555) sponsor No.: z23232000
With the approval of the reply on the approval of Jiangsu Transimage Technology Co.Ltd(002866) non-public development of shares (zjxk [2020] No. 906) issued by the China Securities Regulatory Commission, the company’s non-public offering of no more than 74541237 new shares. The company has actually issued 36855036 ordinary shares in RMB to specific investors, and the total amount of funds raised is 59999986 yuan. After deducting the total issuance expenses of 1209721800 yuan (the amount excluding tax is 114208303 yuan), the actual amount of funds raised is 587902768 yuan. The securities issued this time have been listed on September 14, 2020. The sponsor is Soochow Securities Co.Ltd(601555) (hereinafter referred to as “sponsor”, Soochow Securities Co.Ltd(601555) ), and the continuous supervision period is from September 14, 2020 to December 31, 2021.
On December 31, 2021, the continuous supervision period has expired, and Soochow Securities Co.Ltd(601555) issued the summary report of this report in accordance with the relevant requirements of regulations and normative documents such as the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board. 1、 Commitment of recommendation institution and recommendation representative
1. There are no false records, misleading statements or major omissions in the contents of the recommendation summary report, supporting documents and relevant materials, and the recommendation institution and the recommendation representative shall bear legal responsibility for its authenticity, accuracy and completeness.
2. The recommendation institution and the recommendation representative voluntarily accept any inquiry and investigation conducted by the CSRC on matters related to the recommendation summary report.
3. The recommendation institution and the recommendation representative voluntarily accept the regulatory measures taken by the CSRC in accordance with the relevant provisions of the measures for the administration of securities issuance and listing recommendation business. 2、 Basic information of the sponsor
Situation content
Name of recommendation institution Soochow Securities Co.Ltd(601555)
Registered address: No. 5, Xingyang street, Suzhou Industrial Park
Main office address: No. 5, Xingyang street, Suzhou Industrial Park
Legal representative: Fan Li
Sponsor representatives: Wu Min, Cai Cheng
Contact number of sponsor representative: 051262938558
3、 Basic information of listed companies
Situation content
Name of listed company Jiangsu Transimage Technology Co.Ltd(002866)
Securities code: Jiangsu Transimage Technology Co.Ltd(002866)
The registered capital is 287655 million yuan
Registered address: No. 33, Lingbo Road, Gaoyou City, Jiangsu Province
Main office address: No. 33, Lingbo Road, Gaoyou City, Jiangsu Province
Legal representative: Zou Weimin
Actual controllers Zou Weimin and Chen Min
Contact: Xu Xiaoli
Tel.: 051484606288
IPO listing time: April 26, 2017
Listing place: Shenzhen Stock Exchange
4、 Overview of sponsor work
1. Due diligence recommendation stage
In the due diligence recommendation stage, the main work of the recommendation institution includes but is not limited to:
According to the requirements of relevant laws and regulations, conduct due diligence on the issuer, organize the preparation of application documents and issue recommendation documents; After submitting the recommendation documents, actively cooperate with the CSRC for examination, organize the issuer and other intermediaries to reply to the opinions of the CSRC, conduct due diligence or verification on the specific matters related to the issuance and listing of securities according to the requirements of the CSRC, conduct professional communication with the CSRC, and submit the relevant documents required for the listing of recommended shares to the stock exchange in accordance with the Listing Rules of the stock exchange, And report to the China Securities Regulatory Commission for the record.
2. Continuous supervision stage
In the continuous supervision stage, the main work of the recommendation institution includes but is not limited to:
(1) Supervise the issuer and its directors, supervisors and senior managers to abide by the legal provisions, effectively implement and improve the system to prevent the controlling shareholders, actual controllers and other related parties from illegally occupying the issuer’s resources, and supervise the issuer to establish, improve and effectively implement the corporate governance system, including but not limited to the rules of procedure of the general meeting of shareholders, the board of directors and the board of supervisors, as well as the code of conduct of directors, supervisors and senior managers;
(2) Supervise the issuer to effectively implement and improve the internal control system to prevent its directors, supervisors and senior managers from damaging the interests of the issuer by taking advantage of their positions, including but not limited to the financial management system, internal audit system, as well as the procedures and rules for the use of raised funds, foreign investment, hedging and other major business decisions;
(3) Supervise the issuer to establish, improve and effectively implement the information disclosure system, and review the information disclosure documents and other relevant documents;
(4) Continue to pay attention to the performance of the commitments made by the issuer and its major shareholders, directors, supervisors and senior managers, and continue to pay attention to the special account storage of the raised funds of the issuer, the implementation of investment projects and other commitments;
(5) Continue to pay attention to the situation that the issuer or its controlling shareholders, actual controllers, directors, supervisors and senior managers are subject to administrative penalties by the CSRC, disciplinary sanctions by the stock exchange or regulatory attention letters issued by the stock exchange;
(6) Continue to pay attention to the reports of the public media on the issuer and check the market rumors in time; (7) Conduct on-site inspection on the issuer in accordance with the regulatory provisions;
(8) Conduct on-site training for the issuer’s directors, supervisors, senior managers and other key personnel in accordance with the regulatory provisions;
(9) Other work stipulated by the CSRC and the stock exchange and agreed in the recommendation agreement.
5、 Major events and handling of the recommendation institution during the performance of its recommendation duties
Item description
In August 2021, Zhang Yuren, the former sponsor representative, ceased to serve as Jiangsu Jiangsu Transimage Technology Co.Ltd(002866) due to work adjustment
Recommendation representative continuously supervised by a joint stock limited company 1. Change of recommendation representative and its reasons. In order to ensure the orderly progress of continuous supervision, Soochow Securities Co.Ltd(601555) appointed Cai Cheng to take over
Hold the position of Jiangsu Transimage Technology Co.Ltd(002866)
Continue to supervise the recommendation representative and continue to perform the recommendation duties
Responsibility.
2. During the continuous supervision period, the CSRC, the CSRC and the stock exchange have taken regulatory measures against the recommendation institution or its recommended issuer and their rectification
3. Other major events none
6、 Explanation and evaluation of listed companies’ cooperation with sponsors
1. Due diligence recommendation stage
The issuer can timely provide the sponsor and other intermediaries with the documents, materials and relevant information required for this offering in accordance with relevant laws and regulations, and ensure that the documents, materials and information provided are true, accurate and complete without false records, misleading statements or major omissions; In accordance with the requirements of relevant laws and regulations, actively cooperate with the sponsor’s due diligence verification, and provide necessary conditions and convenience for the recommendation of this stock issuance and listing;
2. Continuous supervision stage
The issuer can operate in accordance with the requirements of relevant laws and regulations, and disclose external information in a timely and accurate manner in accordance with the requirements of relevant laws and regulations; Important matters can be notified to the recommendation institution in time and communicated with the recommendation representative, and relevant documents and materials can be provided in time according to the requirements of the recommendation institution, so as to ensure that the recommendation institution and its recommendation representative can put forward suggestions and professional opinions on relevant major matters in time. 7、 Description and evaluation of the participation of securities service institutions in the work related to securities issuance and listing. In the stage of due diligence recommendation and continuous supervision of this securities issuance and listing, the securities service institutions hired by the issuer can timely issue relevant professional reports, provide professional opinions and suggestions in accordance with the requirements of relevant laws and regulations, and actively cooperate with the coordination, verification and continuous supervision of the recommendation institutions. 8、 Concluding comments on the review of information disclosure of listed companies
According to the relevant provisions of the CSRC and the stock exchange, the recommendation institution reviews the information disclosure documents related to the recommendation work during the continuous supervision of the issuer in advance and timely afterwards, and supervises the company to strictly perform the obligation of information disclosure. The recommendation institution believes that during the continuous supervision period, the issuer shall disclose information in accordance with the relevant provisions of the securities supervision department, and publicly publish various periodic reports or interim reports in accordance with the law, so as to ensure that the disclosure of all major information is true, accurate, complete and timely, and there are no false records, misleading statements or major conclusions on the review of the use of raised funds of listed companies
The recommendation institution reviewed the deposit and use of the funds raised by the issuer and considered that the deposit and use of the funds raised by the issuer in this securities issuance comply with the relevant provisions of the CSRC and the stock exchange. The company has made special account storage and special use of the raised funds. The approval procedures for the use of the raised funds are legal and compliant, and there is no illegal use of the raised funds. 10、 Unfinished recommendation matters
As of December 31, 2021, the company has used a total of 382228700 yuan of raised funds, including 1064413 million yuan of raised funds actually used by the company in 2021, and the balance of unused raised funds is 2118907 million yuan (including the net amount of accumulated bank deposit interest and wealth management income minus handling fees) Soochow Securities Co.Ltd(601555) will continue to perform the responsibility of continuous supervision on the management and use of the company’s remaining raised funds. 11、 Other matters required by the CSRC and the stock exchange
None.
(no text below)
(there is no text on this page, which is the signature page of Soochow Securities Co.Ltd(601555) summary report on recommendation of Jiangsu Transimage Technology Co.Ltd(002866) non-public Development Bank shares)
Sponsor representative:
Wu Min Cai Cheng
Legal representative:
Fan Li
Soochow Securities Co.Ltd(601555) mm / DD / yyyy