Assurance report on the deposit and use of raised funds in Guangzhou Tinci Materials Technology Co.Ltd(002709) 2021
Zhitong Certified Public Accountants (special general partnership)
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Assurance report on the deposit and use of raised funds in Guangzhou Tinci Materials Technology Co.Ltd(002709) 2021
Guangzhou Tinci Materials Technology Co.Ltd(002709) special report on the deposit and actual use of raised funds 1-29 in 2021
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About Guangzhou Tinci Materials Technology Co.Ltd(002709)
Deposit and actual use of raised funds in 2021
Assurance Report
Zhi Tong Zhi Zi (2022) No. 110a Guangdong Rifeng Electric Cable Co.Ltd(002953) Guangzhou Tinci Materials Technology Co.Ltd(002709) all shareholders:
We have accepted the entrustment to carry out reasonable assurance on the attached special report on the deposit and actual use of raised funds in 2021 (hereinafter referred to as the “special report on raised funds”) of Guangzhou Tinci Materials Technology Co.Ltd(002709) company (hereinafter referred to as the “special report on raised funds”).
Prepare the special report on raised funds in accordance with the requirements of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) and the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board (2022), so as to ensure that its contents are true, accurate and complete without false records Misleading statements or major omissions are the responsibility of the board of directors of Guangzhou Tinci Materials Technology Co.Ltd(002709) company. Our responsibility is to express assurance opinions on the special report on raised funds prepared by the board of directors of Guangzhou Tinci Materials Technology Co.Ltd(002709) company on the basis of implementation of assurance work.
We plan and implement 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, so as to obtain reasonable assurance about whether there is no material misstatement in the special report on raised funds. In the assurance work, we implemented the necessary procedures including understanding, inquiry, spot check, check and so on in combination with the actual situation of Guangzhou Tinci Materials Technology Co.Ltd(002709) company. We believe that our assurance work provides a reasonable basis for issuing assurance opinions.
After review, we believe that the special report on raised funds prepared by the board of directors of Guangzhou Tinci Materials Technology Co.Ltd(002709) company complies with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies (revised in 2022), the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board (2022) and the relevant format guidelines, And truthfully reflected the deposit and actual use of the raised funds of Guangzhou Tinci Materials Technology Co.Ltd(002709) company in 2021 in all major aspects.
This assurance report is only for the use of Guangzhou Tinci Materials Technology Co.Ltd(002709) company when disclosing the annual report, and shall not be used for any other purpose.
Zhitong certified public accountants China Certified Public Accountants
(special general partnership)
Chinese certified public accountant
Beijing, China March 18, 2002
Guangzhou Tinci Materials Technology Co.Ltd(002709)
Comparison between the deposit and actual use of raised funds in 2021
Special report
In accordance with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) and the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board (2022), Guangzhou Tinci Materials Technology Co.Ltd(002709) (hereinafter referred to as “the company” or “the company”) the board of directors prepared a special report on the deposit and actual use of raised funds in 2021.
1、 Basic information of raised funds
(I) actual amount of raised funds and availability of funds
1. Amount and availability of funds raised by non-public offering of shares in 2016
With the approval of zjxk [2017] No. 750 document of China Securities Regulatory Commission, the company privately issued 14920711 RMB ordinary shares (A shares) at an issue price of 41.62 yuan per share, and the total amount of funds raised was 62099999182 yuan. After deducting various expenses, the net amount of funds raised was 59991285416 yuan. The above net amount of raised funds has been verified in the capital verification report (ztyz (2017) No. 110zc0246) of Grant Thornton Certified Public Accountants (special general partnership).
2. Amount and availability of funds raised by non-public offering of shares in 2020
With the approval of China Securities Regulatory Commission’s zjxk [2021] No. 930 document, the company privately issued 24489816 RMB common shares (A shares) at an issue price of 68.00 yuan per share and raised a total of 166530748800 yuan. After deducting the issuance fee, the net amount of raised funds is 164083504478 yuan.
The net amount of the above raised funds has been verified in the capital verification report (ztyz (2021) No. 110c000293) of Grant Thornton Certified Public Accountants (special general partnership).
(II) use and balance of raised funds
1. Use and balance of funds raised by non-public offering of shares in 2016
In 2021, in 2016, the funds raised by non-public offering of shares were invested in the raised investment projects of 62684000 yuan. As of December 31, 2021, 58571999501 yuan (including 20427092 yuan net interest income of raised funds invested in projects invested with raised funds) has been invested in projects invested with raised funds.
On May 6, 2021, after deliberation at the 13th meeting of the 5th board of directors of the company, the company will permanently supplement the working capital with a total of 1512081752 yuan of surplus raised funds and related financial product income and net interest income. The company has cancelled the above special accounts for raised funds with account numbers of 4 Jinling Hotel Corporation Ltd(601007) 880180 China Vanke Co.Ltd(000002) 7 and 391050100100384906. So far, the funds raised by the company’s non-public offering of shares in 2016 have been used up.
For details, see the announcement on canceling the special account for raised funds (Announcement No.: 2021057) disclosed by the company on cninfo.com on May 19, 2021.
2. Use and balance of funds raised by non-public offering of shares in 2020
In 2021, in 2020, the funds raised by non-public offering of shares were invested in the projects with raised investment of 110853067170 yuan. As of December 31, 2021, a total of 110853067170 yuan has been invested in projects invested with raised funds (including 38466583004 yuan of self raised funds and 47511959478 yuan of supplementary working funds that have been invested in projects invested with raised funds in advance) and the balance of raised funds is 53674629195 yuan (including 444191887 yuan of net interest income).
On June 17, 2021, the 15th meeting of the 5th board of directors of the company deliberated and approved the proposal on replacing self raised funds of investment projects invested with raised funds in advance with raised funds and the proposal on increasing capital of subsidiaries with raised funds, According to the resolution, the company transferred the raised funds stored in the special account for raised funds (Account No.: 3602004929200357446) opened by the East Branch of Industrial And Commercial Bank Of China Limited(601398) Guangzhou Economic and Technological Development Zone, with a total transfer amount of 155038128004 yuan (including 38466583004 yuan of replacement amount and 116571545000 yuan of capital increase amount). At the same time, the company transferred 47511959478 yuan of supplementary working capital and issuance cost of raised funds according to the plan for non-public development of shares in 2020 (Revised Draft). As of December 31, 2021, all supplementary working capital of raised funds had been transferred.
2、 Management of raised funds
(I) construction and implementation of management system
In order to regulate the management and use of raised funds and protect the rights and interests of investors, the company, in accordance with the company law, the securities law, the CSRC’s guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, and the Shenzhen Stock Exchange’s guidelines for the self discipline supervision of listed companies No. 1 – standardized operation of listed companies on the main board (2022), and in combination with the actual situation of the company, The management system of raised funds has been formulated, which stipulates the storage, use, approval, change, supervision and disclosure of the use of raised funds.
After the raised funds are in place, the company strictly implements the raised funds management system. The Audit Department of the company shall inspect the storage and use of the raised funds at least quarterly and report the inspection results to the audit committee of the board of directors in time.
(II) opening of special account for raised funds
1. Account opening of non-public raised funds in 2016
After the raised funds were available in 2016, the company opened four special accounts for the storage and use of the raised funds in accordance with the provisions of the raised funds management system. The details are as follows:
No. deposit bank account name account No. raised investment project
1 China Minsheng Banking Corp.Ltd(600016) Guangzhou company 602191991–
Taizhou Haizhu sub branch
2 Shanghai Pudong Development Bank Co., Ltd. Jiujiang Tianci 4 Jinling Hotel Corporation Ltd(601007) 880180 China Vanke Co.Ltd(000002) 730000t / a battery grade division Jiujiang Branch iron phosphate material project
3 Industrial And Commercial Bank Of China Limited(601398) guangjiujiang Tianqi 36020049292 Ganfeng Lithium Co.Ltd(002460) 522300t / a new lithium salt State Economic and Technological Development Zone East District sub branch project
4 Industrial Bank Co.Ltd(601166) Guangzhou huanjiujiang Tianqi 3910501001003442492000t / a solid hexafluoride Shidong sub branch lithium phosphate project
On August 10, 2017, the fourth meeting of the Fourth Board of directors of the company deliberated and approved the proposal on replacing self raised funds invested in raised investment projects in advance with raised funds, the proposal on supplementing working capital with funds exceeding the investment amount of raised investment projects after deducting issuance expenses, and the proposal on increasing capital of subsidiaries with raised funds, According to the resolution, the company has transferred the raised funds stored in the special account for raised funds of China Minsheng Banking Corp.Ltd(600016) Guangzhou Haizhu sub branch (Account No.: 602191991) to the corresponding special account for investment projects of raised funds, and has cancelled the special account for raised funds of China Minsheng Banking Corp.Ltd(600016) Guangzhou Haizhu sub branch.
For details, see the announcement on canceling the special account for raised funds (Announcement No.: 2017080) disclosed by the company on cninfo.com on August 18, 2017.
On August 23, 2019, the 42nd meeting of the Fourth Board of directors of the company deliberated and adopted the “on terminating some raised investment projects”
