Shanghai Fudan Microelectronics Group Co.Ltd(688385) 2021 annual verification report on deposit and actual use of raised funds December 31, 2021
Shanghai Fudan Microelectronics Group Co.Ltd(688385)
catalogue
Page 1. Verification report on the deposit and actual use of raised funds 1 – 2 2. Shanghai Fudan Microelectronics Group Co.Ltd(688385)
Special report on the deposit and actual use of raised funds 3 – 6 attached table comparison of the use of raised funds 7 – 8
Shanghai Fudan Microelectronics Group Co.Ltd(688385)
Special report on the deposit and actual use of raised funds
1、 Basic information of raised funds
(I) amount of raised funds and time of receipt of funds
With the approval of the reply on Approving the registration of Shanghai Fudan Microelectronics Group Co.Ltd(688385) initial public offering (zjxk [2021] No. 1874) issued by the China Securities Regulatory Commission on June 1, 2021, the company made an initial public offering of A-Shares in China and listed on the Shanghai Stock Exchange after the issuance. The company issued 120 million ordinary shares in RMB to the public, with a par value of 0.1 yuan per share and an issue price of 6.23 yuan per share. The total amount of funds raised was 747.6 million.00 yuan. After deducting the issuance expenses excluding tax, the net amount of funds actually raised was 68028278180 yuan.
Verified by the capital verification report (tjy [2021] No. 6-70) issued by Tianjian Certified Public Accountants (special general partnership), the above raised funds have been remitted to the company’s special accounts for raised funds in China Everbright Bank Company Limited Co.Ltd(601818) Shanghai Branch (36510188001350286), China Merchants Bank Co.Ltd(600036) Shanghai Nanxi sub branch (02190241710) and Shanghai Dabaishu sub branch of China CITIC Bank Co., Ltd. (8110201013101347264) on July 29, 2021.
(II) use and balance of raised funds
As of December 31, 2021, the balance of raised funds was 26061341703 yuan, including 4461341703 yuan in the special account for raised funds and 21 Shanghai Pudong Development Bank Co.Ltd(600000) 000 yuan in cash financial products. The use and balance of raised funds are as follows:
Note 69680377358 of raised funds actually received on July 29, 2021
Less: other issuance expenses paid 1079056605
Less: replacement amount of 38029172403 invested in advance with self raised funds
Less: expenditure amount of raised investment project 242456368
Less: permanent supplementary working capital 2400000000
Plus: accumulated income of cash management products of raised funds 166293151
Plus: accumulated interest income deducting handling fee 147456570
As of December 31, 2021, the balance of raised funds was 26061341703 (including cash management products)
Note: after deducting the underwriting fee excluding tax of RMB 5079622642, the actually received raised capital is RMB 69680377358.
Shanghai Fudan Microelectronics Group Co.Ltd(688385)
Special report on the deposit and actual use of raised funds (Continued)
2、 Management of raised funds
In order to standardize the use and management of raised funds and protect the rights and interests of investors, in accordance with the relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, the guidelines for the application of self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange, etc According to the provisions of normative documents, the company has formulated the management system of raised funds (hereinafter referred to as the “management system”), which has made specific and clear provisions on the storage, use, management and supervision of raised funds.
In accordance with relevant regulations and the company’s management system, the company opened a special account for bank fund-raising and signed a tripartite supervision agreement with the bank and the securities sponsor China Securities Co.Ltd(601066) company. The tripartite supervision agreement of raised funds is as follows:
Serial number signing date signing party agreement name
1 in July 2021, the company, China Securities Co.Ltd(601066) , the special account for raised funds was deposited on the 20th, and China Citic Bank Corporation Limited(601998) Shanghai Branch noted the tripartite supervision agreement
2. In July 2021, the company, China Securities Co.Ltd(601066) , the special account for the raised funds was stored on the 20th, and the tripartite supervision agreement of China Merchants Bank Co.Ltd(600036) Shanghai Nanxi sub branch was signed
3. In July 2021, the company, China Securities Co.Ltd(601066) , and the special account for raised funds were deposited. On the 20th, the tripartite supervision agreement of China Everbright Bank Company Limited Co.Ltd(601818) Shanghai Branch was signed
Note: since China Citic Bank Corporation Limited(601998) Shanghai Dabaishu sub branch has no authorization to directly sign the supervision agreement for the raised funds, its superior China Citic Bank Corporation Limited(601998) Shanghai Branch has signed the tripartite supervision agreement for the storage of raised funds with the company and the sponsor.
As of December 31, 2021, the deposit of the company’s raised funds in the bank account is as follows:
Deposit bank account balance
China Citic Bank Corporation Limited(601998) Co., Ltd. 8110201013101347264 current deposit 66184771 company Shanghai Dabaishu sub branch
China Merchants Bank Co.Ltd(600036) Co., Ltd. 02190241710710 current deposit 3344308398 company Shanghai Nanxi sub branch
China China Everbright Bank Company Limited Co.Ltd(601818) Co., Ltd. has 36510188001350286 current deposit 1050848534, Shanghai Branch
Total 4461341703
Shanghai Fudan Microelectronics Group Co.Ltd(688385)
Special report on the deposit and actual use of raised funds (Continued)
3、 Actual use of raised funds
(I) comparison table of use of raised funds
As of December 31, 2021, the actual use of the raised funds is shown in “Schedule 1, comparison table of the use of the raised funds”.
(II) early investment and replacement of raised investment projects
From March 1, 2019 to July 31, 2021, the company has invested 37456129830 yuan in the investment projects with raised funds in advance with self raised funds. Ernst & Young Huaming Certified Public Accountants (special general partnership) has issued the special assurance report on Shanghai Fudan Microelectronics Group Co.Ltd(688385) investing projects with raised funds in advance with self raised funds (Ernst & Young Huaming (2021) Zi No. 60469429b02).
The 25th meeting of the 8th board of directors and the 9th meeting of the 8th board of supervisors of the company considered and approved the proposal on replacing self raised funds invested in advance with raised funds, and agreed that the company would use raised funds to replace self raised funds invested in projects invested in advance with self raised funds, with a total amount of 37456129830 yuan, The total amount of issuing expenses paid in advance with self raised funds is 573042573 yuan, and the total amount of self raised funds is 38029172403 yuan.
The sponsor China Securities Co.Ltd(601066) agreed to the matter and issued special verification opinions on the matter, and the independent non-executive director of the company gave consent to the matter.
For details, see the announcement on replacing self raised funds invested in advance with raised funds disclosed by the company on August 30, 2021.
(III) permanent replenishment of working capital with some over raised funds
The 25th meeting of the 8th board of directors and the 9th meeting of the 8th board of supervisors of the company deliberated and approved the proposal on using part of the over raised funds to permanently supplement working capital, and agreed that the company should use part of the over raised funds of RMB 2400000000 to permanently supplement working capital.
The sponsor China Securities Co.Ltd(601066) agreed to the matter and issued special verification opinions on the matter, and the independent non-executive director of the company gave consent to the matter.
The second extraordinary general meeting of the company in 2021 deliberated and approved the matter.
