Securities code: Shenzhen Topband Co.Ltd(002139) securities abbreviation: Shenzhen Topband Co.Ltd(002139) Announcement No.: 2023 Shenzhen Topband Co.Ltd(002139)
Announcement on the annual deposit and actual use of raised funds in 2021
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.
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” issued by the CSRC 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” issued by Shenzhen Stock exchange (the original “guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange” No. 2 of Shenzhen stock exchange for refinancing of listed companies – announcement form of annual deposit and use of raised funds of listed companies (formerly “announcement form of information disclosure of listed companies of Shenzhen Stock Exchange No. 21: special report form of annual deposit and use of raised funds of listed companies”), Shenzhen Topband Co.Ltd(002139) (hereinafter referred to as “the company” or “the company”) the board of directors prepared a special report on the annual deposit and actual use of the raised funds as of December 31, 2021.
1、 Basic information of raised funds
1. Actual amount of funds raised and time of funds in place
(1) Funds raised through public issuance of convertible corporate bonds in 2019
Approved by the reply on approving Shenzhen Topband Co.Ltd(002139) public issuance of convertible corporate bonds (zjxk [2018] No. 1842) of China Securities Regulatory Commission, the company publicly issued 5.73 million convertible corporate bonds on March 7, 2019, with a face value of 100 yuan for each bond and a total raised capital of 573000000 yuan, deducting all issuance expenses of 756349058 yuan, The net amount of raised funds is 56543650942 yuan.
All the raised funds were in place on March 13, 2019. Ruihua Certified Public Accountants (special general partnership) verified their availability and issued the capital verification report “Ruihua Yan Zi [2019] No. 48270001”.
(2) Funds raised by non-public offering of shares in 2021
With the approval of the reply on the approval of Shenzhen Topband Co.Ltd(002139) non-public Development Bank shares (zjxk [2020] No. 1865) issued by the China Securities Regulatory Commission, the company issued 92105263 RMB ordinary shares to specific objects, with a par value of 1 yuan per share, an issue price of 11.40 yuan per share and a total raised capital of 10499999820 yuan, After deducting the expenses related to the issuance of RMB 1315292949 (excluding tax), the net amount of the actually available raised funds is RMB 103684706871.
The raised funds have been transferred to the special account for raised funds of the company on May 10, 2021. Tianzhi International Certified Public Accountants (special general partnership) verified the availability of funds raised by the company’s non-public offering of shares, and issued the capital verification report of “Tian Ye Ye Zi [2021] No. 29460”.
2. Amount and balance of raised funds in 2021
(1) Use of funds raised by public issuance of convertible bonds in 2019
As of December 31, 2021, the company has invested 388.05 million yuan in fund-raising projects. Among them, 3617702 million yuan was directly invested in the project of raising funds, and 26234800 yuan was returned before the raised funds were in place. In 2021, the idle raised funds of 150 million yuan have been used to temporarily supplement the working capital; As of December 31, 2021, the balance of the raised funds account was 339766 million yuan (including interest income).
(2) Use of funds raised by non-public offering of shares in 2021
As of December 31, 2021, the company has invested 345398700 yuan in fund-raising projects. Among them, 300 million yuan was directly invested in the projects with raised funds, and 453987 million yuan was returned before the raised funds were in place. In 2021, 690 million yuan of idle raised funds have been used to temporarily supplement working capital; As of December 31, 2021, the balance of the raised funds account was 1336400 yuan (including interest income).
2、 Deposit and management of raised funds
(I) management of raised funds
In order to regulate the management and use of the raised funds and protect the rights and interests of investors, the company shall, in accordance with the company law, the securities law and the stock listing rules of Shenzhen Stock Exchange The management measures for raised funds (hereinafter referred to as the “management measures”) were formulated in accordance with the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board (the original “guidelines for standardized operation of listed companies of Shenzhen Stock Exchange” and the provisions of the articles of association of the company). The management measures were approved by the second meeting of the second board of directors of the company in 2007 on July 10, 2007 It was revised in May 2014 and March 2019, which was deliberated and adopted by the fourth (Interim) meeting of the Fourth Board of directors in 2014 and the eleventh meeting of the sixth board of directors. The management measures clearly stipulates the storage, use, investment direction change, management and supervision of the special account for raised funds.
(II) tripartite supervision agreement of raised funds
(1) Use of funds raised by public issuance of convertible bonds in 2019
After the funds raised from the company’s public issuance of convertible corporate bonds were in place in 2019, the company, Ningbo Tuobang Intelligent Control Co., Ltd., Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Branch and the sponsor China Securities Co.Ltd(601066) (hereinafter referred to as: China Securities Co.Ltd(601066) ) signed the tripartite supervision agreement on raising funds, and China Securities Co.Ltd(601066) served as the sponsor and continuous supervision organization of the company’s public issuance of convertible corporate bonds, The continuous supervision period is the remaining time of the year when the convertible corporate bonds are listed and the next full fiscal year.
(2) Funds raised by non-public offering of shares in 2021
After the funds raised by the company’s non-public offering of shares were in place in 2021, the company, Huizhou Tuobang Electric Technology Co., Ltd., Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch, Bank Of China Limited(601988) Shenzhen Shiyan sub branch and the sponsor China Securities Co.Ltd(601066) signed the tripartite supervision agreement for raising funds, and China Securities Co.Ltd(601066) served as the sponsor and continuous supervision organization of the company’s non-public offering of shares, The continuous supervision period is the remaining time of the year when the company’s non-public offering of shares is listed and the next complete accounting year.
3. Storage of raised funds in special account
As of December 31, 2021, the above bank accounts are as follows:
Monetary unit: RMB
No. account balance of deposit bank
1 Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch 7935007881 Shenzhen Huakong Seg Co.Ltd(000068) 920047.30 2 Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch 793500788016 Shenzhen Zhenye(Group)Co.Ltd(000006) 903395654138 3 Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch 7935007881 Shenzhen Universe (Group) Co.Ltd(000023) 77129378687 4 Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch 7935007881 Shenzhen Universe (Group) Co.Ltd(000023) 69411.95 5 Bank Of China Limited(601988) Shenzhen Longhua sub branch 76407480009242184.48 total 3531297198
Note: the account of Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch with account No. 793500788801 Shenzhen Huakong Seg Co.Ltd(000068) 9 is the supervision account of raised funds established by Shenzhen Topband Co.Ltd(002139) the implementation subject of “Tuobang East China operation center”.
The account of Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch with account No. 7935007888016 Shenzhen Zhenye(Group)Co.Ltd(000006) 90 is the supervision account of raised funds established by Ningbo Tuobang Intelligent Control Co., Ltd., a wholly-owned subsidiary of the company, the implementation subject of “Tuobang East China operation center”.
The account of Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch with account No. 7935007888010 Hubei Guochuang Hi-Tech Material Co.Ltd(002377) is the supervision account of raised funds established by Shenzhen Topband Co.Ltd(002139) the implementation subject of “Tuobang Huizhou second industrial park project”.
The account of Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Qianhai branch with account No. 7935007880110 Shenzhen Zowee Technology.Co.Ltd(002369) is the supervision account of raised funds established by Huizhou Electric Technology Co., Ltd., a wholly-owned subsidiary of the company, the implementation subject of “Tuobang Huizhou second industrial park project”.
3、 Actual use of raised funds this year
The actual use of the raised funds in this year is shown in the “comparison table of the use of raised funds” (Schedule 1). 4、 Change the use of funds for investment projects with raised funds
There was no change in the investment projects of raised funds this year.
5、 Problems in the use and disclosure of raised funds
The information about the raised funds disclosed by the company is not disclosed in a timely, true and complete manner, nor is there any violation in the storage, use, management and disclosure of the raised funds..
Shenzhen Topband Co.Ltd(002139) board of directors March 22, 2022 Schedule 1:
Comparison table of use of raised funds
Year 2021
Prepared by: Shenzhen Topband Co.Ltd(002139) amount unit: RMB 10000
The total amount of raised funds is 16035497, and the total amount of raised funds invested in this year is 5072831
Total amount of raised funds with changed purposes during the reporting period
The cumulative total amount of raised funds with changed purposes has been invested in the total amount of raised funds 7334037 the proportion of the total amount of raised funds with changed purposes
Whether the raised funds have been adjusted and invested in the current year. By the end of the period, the invested projects have reached the expected project feasibility by the end of the period. Whether the committed investment projects and over raised funds have been invested in more projects (including the total amount of committed investment (1) the cumulative investment progress (%) will have significant changes in the benefits of the available status
Total amount of partial change (2) (3) = (2) / (1) status date
Committed investment projects I. use of funds raised by public issuance of convertible corporate bonds in 2019
1. Toppon East China operation center no 5654365565436516188443880050 68.62% not applicable no
2、 Use of funds raised by non-public offering of shares in 2021
1. Tuobang Huizhou second industrial park project no 73684717368471453987453987 6.16% not applicable no
2. Supplementary company working capital no 300 Fawer Automotive Parts Limited Company(000030) 0 Fawer Automotive Parts Limited Company(000030) 0 Fawer Automotive Parts Limited Company(000030) 00000 100.00% not applicable
Subtotal of committed investment projects 103684711036847134539873453987
The over raised funds are invested in repaying bank loans (if any) to supplement working capital (if any)
Subtotal of investment of over raised funds
