Citic Securities Company Limited(600030)
About Hunan Junxin environmental protection Co., Ltd
Initial public offering and listing on GEM
of
Issuance recommendation
Sponsor (lead underwriter)
October, 2021, North block, Zhuoyue Times Square (phase II), No. 8, Zhongxin Third Road, Futian District, Shenzhen, Guangdong Province
Statement
Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) ,” sponsor “or” sponsor “) accepted the entrustment of Hunan Junxin environmental protection Co., Ltd. (hereinafter referred to as” Junxin environmental protection “,” issuer “or” company “) to act as the sponsor of Hunan Junxin environmental protection Co., Ltd. for the initial public offering of shares and listing on the gem (hereinafter referred to as” this securities offering “or” this offering “), Issue a recommendation letter for this offering.
The recommendation institution and the designated recommendation representative shall, in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), the measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation) (hereinafter referred to as the “measures for the administration of initial public offerings on the gem”), the measures for the administration of securities issuance and listing recommendation business and other relevant laws Regulations and relevant provisions of the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”), be honest, trustworthy, diligent and responsible, issue the issuance recommendation letter in strict accordance with the business rules, industry practice norms and ethical standards formulated according to law, and ensure the authenticity, accuracy and integrity of the documents issued. If there are false records, misleading statements or major omissions in the documents prepared and issued by the recommendation institution for the issuer’s initial public offering, which cause losses to investors, the recommendation institution will compensate investors for the losses according to law.
Unless otherwise specified in this offering recommendation, relevant terms have the same meaning as in the prospectus of Hunan Junxin environmental protection Co., Ltd. for initial public offering and listing on the gem.
catalogue
Declare that 1 catalog Section 1 basic information of this securities issuance three
1、 Name of sponsor three
2、 Information about the sponsor representative, project coordinator and other project team members designated by the sponsor three
3、 Issuer information four
4、 The relationship between the sponsor and the issuer four
5、 Sponsor’s core procedures and opinions Section 2 commitments of the sponsor 7 Section III recommendations on this securities issuance and listing eight
1、 Recommendations eight
2、 The decision-making procedures for the performance of this securities issuance eight
3、 Meet the relevant conditions stipulated in the securities law nine
4、 Comply with the relevant issuance conditions stipulated in the measures for the administration of gem IPO 10 v. whether there is a private investment fund among the shareholders of the issuer, and whether the fund is in accordance with the Interim Measures for the supervision and administration of private investment funds and the measures for the registration and filing of private investment fund managers (for Trial Implementation)
And other relevant laws and regulations to perform the registration and filing procedures twelve
6、 Main risks and major problems of the issuer thirteen
7、 Evaluation of the development prospect of the issuer twenty-three
8、 Verification opinions of the recommendation institution and the third party institution employed by the issuer 29 Annex I: thirty-one
Section 1 basic information of this securities issuance
1、 Name of sponsor
Citic Securities Company Limited(600030) 。 2、 The sponsor representative, Project Co sponsor and other project team members designated by the sponsor (I) sponsor representative
Yang Weiwei, sponsor representative, securities practice number: s1010718070002, is now the senior vice president of Citic Securities Company Limited(600030) Investment Banking Regulatory Commission. He has successively taken or participated in the charge or participated successively in the charge or participated in the lucky lucky new material IPO project, Baiyin Nonferrous Group Co.Ltd(601212) issuing shares to purchase assets and supporting financing IPO of Three Gorges new energy and China National Nuclear Power Co.Ltd(601985) non-public offering of shares.
No regulatory measures have been taken by the CSRC in the past three years, and no public condemnation by the stock exchange or self-discipline punishment by the China Securities Association.
Yao Weihua, sponsor representative, securities practice number: s101071800002, now vice president of Citic Securities Company Limited(600030) investment bank management committee. He has been responsible for or participated in Ningxia Zhongyin Cashmere Co.Ltd(000982) non-public offering, Huagong Baichuan IPO, Trust Alliance Information Development Inc.Ltd.Shanghai(300469) IPO, Integrated Electronic Systems Lab Co.Ltd(002339) non-public offering of shares, Hunan Valin Wire&Cable Co.Ltd(001208) IPO, Hunan Boyun New Materials Co.Ltd(002297) acquisition of control, etc.
No regulatory measures have been taken by the CSRC in the past three years, and no public condemnation by the stock exchange or self-discipline punishment by the China Securities Association. (II) Project Co sponsor
Yang Yunxi, securities practice number: s10101117070235, now the senior manager of Citic Securities Company Limited(600030) investment bank management committee. As a project member, he has successively participated in Shenzhen Strongteam Decoration Engineering Co.Ltd(002989) IPO, Hunan Valin Wire&Cable Co.Ltd(001208) IPO, Sansure Biotech Inc(688289) IPO project, Xiangtan Electric Manufacturing Co.Ltd(600416) non-public offering project, etc.
No regulatory measures have been taken by the CSRC in the past three years, and no public condemnation by the stock exchange or self-discipline punishment by the China Securities Association.
Other members of the project team include Xia Feifei, Gu Yu, Chen Yuming, Hu Yang, Li Xin and Yao Yao. The above-mentioned personnel have not been taken regulatory measures by the CSRC in the past three years, and have not been publicly condemned by the stock exchange or disciplined by the China Securities Association. 3、 Issuer information
Hunan Junxin environmental protection Co., Ltd
English Name: Hunan Junxin environmental protection Co., Ltd
Registered capital: 205 million yuan
Legal representative: Dai Daoguo
Date of establishment: September 22, 2011 (on April 25, 2017, the company was changed into a joint stock limited company as a whole)
Address of Hunan Junxin environmental protection Co., Ltd., Qiaoyi Town, Wangcheng District, Changsha City, Hunan Province:
Office building?
Sewage treatment and recycling; Collect, store, treat and dispose domestic sludge; Harmless, reduction and resource treatment of municipal solid waste; Harmless and resource treatment of garbage; Construction, management and operation of municipal solid waste treatment plant; Technical training, guidance and business scope of sludge disposal and sewage treatment projects:
Commissioning and entrusted operation; Self operated and acting as an agent for the import and export of various commodities and technologies, except for the commodities and technologies that the state restricts the company to operate or prohibits the import and export.
(for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Types of securities issued this time: initial public offering of RMB common shares (A shares) and listing on GEM IV. relationship between the sponsor and the issuer
As of the signing date of the sponsor of the issuer, the sponsor confirmed through self inspection and verification of relevant personnel of the issuer that the verification of the association relationship between the sponsor and the issuer is as follows:
(I) the sponsor or controlling shareholder, actual controller and important related party do not hold shares of the issuer or its controlling shareholder or important related party.
(II) except that the issuer or its controlling shareholder, actual controller and important related party may hold a small amount of shares of the sponsor or its controlling shareholder, actual controller and important related party through stock trading in the secondary market, the issuer or its controlling shareholder, actual controller and important related party and the controlling shareholder, actual controller There is no other equity relationship between important related parties.
(III) the recommendation representative and his / her spouse, directors, supervisors and senior managers of the recommendation institution do not own the rights and interests of the issuer or hold positions in the issuer.
(IV) 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.
(V) there is no other related relationship between the recommendation institution and the issuer. 5、 Core procedures and opinions of the recommendation institution
1. Kernel program
Citic Securities Company Limited(600030) set up a core department to be responsible for the core work of the institution’s investment banking projects. The specific internal audit procedures of the recommendation institution are as follows:
First, the core department shall conduct on-site audit on the project according to the stage of the project and the appointment of the project team. After the core department accepts the application documents, two full-time reviewers conduct preliminary review of the project application documents from the perspective of law and finance. At the same time, the core department also employs external lawyers and accountants to review the project application documents from their professional perspectives. The auditors will issue audit feedback to the project team according to the preliminary audit and the opinions of external lawyers and accountants.
Secondly, the kernel department will convene and preside over the kernel meeting according to the project progress to consider the application for project issuance, and the reviewers will form a written report on the main problems found in the process of project audit and report to the participating members at the kernel meeting; At the same time, the sponsor representative and the project team need to explain and explain the problems and their solutions or implementation to the members. On the basis of full discussion on the main issues, the kernel committee will vote to decide whether the application for project issuance and application has passed the review of the kernel Committee. After the kernel meeting, the kernel department will issue the feedback opinions of the kernel meeting formed by integrating the opinions of the members of the kernel meeting to the project team, and the project team will reply and implement them.
Finally, the core department will also review the relevant documents submitted by the project team during the continuous supervision, and pay attention to the major abnormalities of the issuer during the continuous supervision.
2. Kernel opinion
On November 19, 2020, the Junxin environmental protection IPO project approval meeting was held in the conference room on the 11th floor of Citic Securities Company Limited(600030) building. The application of the project was discussed. After voting by all the members attending the meeting, the project passed the deliberation of Citic Securities Company Limited(600030) Approval Committee.
Section 2 commitments of the recommendation institution
1、 The sponsor has conducted due diligence and prudent verification on the issuer, its controlling shareholders and actual controllers in accordance with laws, administrative regulations and the provisions of CSRC and Shenzhen Stock Exchange, agreed to recommend the issuer’s securities issuance and listing, and issued this issuance recommendation accordingly.
2、 The sponsor has sufficient reasons to believe that the issuer complies with laws and regulations and relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange on securities issuance and listing.
3、 The sponsor has sufficient reasons to believe that there are no false records, misleading statements or major omissions in the issuer’s application documents and information disclosure materials.
4、 The sponsor has sufficient reasons to believe that the basis for the opinions expressed by the issuer and its directors in the application documents and information disclosure materials is sufficient and reasonable.
5、 The sponsor has sufficient reasons to believe that there is no material difference between the application documents and information disclosure materials and the opinions expressed by the securities service institution.
6、 The sponsor guarantees that the designated sponsor representative and relevant personnel of the sponsor have been diligent and conscientious, and have conducted due diligence and prudent verification on the issuer’s application documents and information disclosure materials.
7、 The sponsor guarantees that there are no false records, misleading statements or major omissions in other documents related to the issuance of the recommendation letter and the performance of the recommendation duties.
8、 The sponsor guarantees that the professional services provided and professional opinions issued to the issuer comply with laws, administrative regulations, the provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange and industry norms.
9、 The sponsors voluntarily accept the regulatory measures taken by the CSRC in accordance with the measures for the administration of securities issuance and listing recommendation business, and voluntarily accept the self-discipline supervision of Shenzhen Stock Exchange.
10、 If there are false records, misleading statements or major omissions in the documents prepared and issued by the sponsor for the issuer’s initial public offering of shares, which cause losses to investors, the sponsor will compensate investors for the losses according to law.
Section III recommendation on this securities issuance and listing
1、 Recommendation
As a sponsor of Junxin environmental protection’s initial public offering of shares and listing on the gem, Citic Securities Company Limited(600030) in accordance with the securities law, the measures for the administration of securities issuance and listing recommendation business, the guiding opinions on issues related to securities companies engaging in the lead underwriting business of stock issuance, the measures for the administration of gem IPO, the rules for the examination of gem stock issuance and listing of Shenzhen Stock Exchange, the working standards for due diligence of sponsors, and the opinions on issues related to further improving the quality of financial information disclosure of IPO companies (CSRC announcement [2012] No. 14), notice on special inspection of 2012 annual financial report of initial public offering companies (issuance supervision letter [2012] No. 551), decision on Amending the Interim Provisions on public offering of shares by company shareholders during initial public offering (CSRC announcement [2014] No. 11, hereinafter referred to as the “provisions on offering shares”), etc, After careful due diligence and careful verification of the issuer’s issuance, full communication with the issuer, the issuer’s lawyer and the issuer’s accountant, and review by the sponsor, the sponsor believes that the issuer meets the conditions for initial public offering and listing stipulated in the securities law, the measures for the administration of initial public offering on GEM and other laws and regulations. After the funds raised in this issuance are in place, It will further enrich the capital of the issuer, raise funds and invest them in line with the national industrial policies and the issuer’s business development strategy, which is conducive to promoting the sustainable development of the issuer; Financial statements for 2018, 2019, 2020 and January June 2021 disclosed in the issuer’s application documents
