Boya Bio-Pharmaceutical Group Co.Ltd(300294) assurance report on the deposit and use of raised funds in 2021
Boya Bio-Pharmaceutical Group Co.Ltd(300294)
catalogue
Page 1. Verification report on the deposit and use of raised funds 1 – 2 II. Special report on the deposit and use of raised funds in 3 Zhejiang Xinnong Chemical Co.Ltd(002942) 0213 – 11
Verification report on the deposit and use of raised funds
Ernst & Young Huaming (2022) ZZ No. 61755548a03 Boya Bio-Pharmaceutical Group Co.Ltd(300294) board of directors:
We are entrusted to verify the attached report on the deposit and use of raised funds for 3 Zhejiang Xinnong Chemical Co.Ltd(002942) 021 (the “report on the deposit and use of raised funds”). Prepare the report on the deposit and use of raised funds in accordance with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies of China Securities Regulatory Commission, the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and relevant format guidelines, and ensure that its contents are true, accurate and complete without false records Misleading statements or material omissions are the responsibility of Boya Bio-Pharmaceutical Group Co.Ltd(300294) board of directors. Our responsibility is to express assurance opinions on the deposit and use report of raised funds on the basis of assurance work. We have carried out the assurance business 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. The standards require us to plan and perform assurance work to obtain reasonable assurance that there is no material misstatement in the above report on the use of the previously raised funds. In the process of assurance, we have implemented other procedures including understanding, spot check, verification and other procedures we think necessary. We believe that our assurance work provides a reasonable basis for expressing opinions.
In our opinion, Boya Bio-Pharmaceutical Group Co.Ltd(300294) the above-mentioned report on the use of the raised funds was prepared in accordance with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies, the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and relevant format guidelines of China Securities Regulatory Commission in all major aspects, It truthfully reflects the deposit and use of Boya Bio-Pharmaceutical Group Co.Ltd(300294) raised funds in 2021.
This report is only used by Boya Bio-Pharmaceutical Group Co.Ltd(300294) as disclosed in the 2021 annual report, and is not suitable for other purposes.
Verification report on the deposit and use of raised funds (Continued)
Ernst & Young Huaming (2022) ZZ No. 61755548a03 (no text on this page)
Ernst & Young Huaming Certified Public Accountants (special general partnership) Chinese certified public accountant: Chen Boyi
Chinese certified public accountant: Wei Hongmei
Beijing, China March 22, 2022
Part I funds raised by non-public offering in 2018
1、 Basic information of funds raised by non-public offering in 2018
(I) amount of raised funds and actual arrival time
According to the resolution of the company’s second extraordinary general meeting in 2017 and the reply on approving Boya Bio-Pharmaceutical Group Co.Ltd(300294) non-public development of shares (zjxk [2018] No. 117) issued by China Securities Regulatory Commission, the company’s non-public offering of no more than 37.5 million shares is approved. On April 4, 2018, Boya Bio-Pharmaceutical Group Co.Ltd(300294) Pharmaceutical Group Co., Ltd. (hereinafter referred to as ” Boya Bio-Pharmaceutical Group Co.Ltd(300294) ” or “the company”) completed the non-public offering, and actually issued 32247662 shares at an issue price of 31.01 yuan per share. On April 4, 2018, the company received 999999999862 yuan from the investor’s subscription remitted by China Greatwall Securities Co.Ltd(002939) Co., Ltd. after deducting 850000000 yuan of underwriting and recommendation fees, of which 7914999862 yuan was deposited into the bank deposit account opened by the company in Nanchang Branch of China CITIC Bank Co., Ltd. (Account No.: 811570113100148137), Deposit RMB 20000000000 into the bank deposit account opened by the company in Industrial And Commercial Bank Of China Limited(601398) Fuzhou branch (Account No.: 15112009291 Lvjing Holding Co.Ltd(000502) 64). In addition, after deducting the issuance expenses paid and unpaid by the company in the previous period of RMB 224400000, the actual net amount of funds raised from non-public offering of shares is RMB 98925599862.
The availability of the above raised funds has been verified by Jiangsu notary Tianye Certified Public Accountants (special general partnership), and the capital verification report (Sugong w [2018] No. b041) has been issued.
(II) use and balance of raised funds
In 2021, the total amount of raised funds used was 72000000 yuan, and the cumulative total amount of raised funds used was 2944831348 yuan; As of December 31, 2021, the balance of the special account for raised funds was 9607506046 yuan. The specific use of the raised funds is as follows:
Monetary unit: RMB
Cumulative amount of the project (yuan)
1、 Net proceeds 98925599862
Plus: interest income from raised funds in previous years minus handling charges 3335378113
The interest income of raised funds in this year minus the handling fee of 291359419
2、 Use of supporting raised funds 92944831348
Including: 1 Replaced the 1155917317 fund-raising projects invested in advance by the company with self raised funds before the raised funds were in place
2. After the raised funds are in place, the raised funds for the project will be 1788914031
900000000000 idle funds raised for financing projects
3、 The balance of unused supporting raised funds is 9607506046
4、 The actual balance of the special account for supporting raised funds is 9607506046
Part I funds raised by non-public offering in 2018 (Continued)
2、 Deposit and management of raised funds
In order to standardize the management and application of the company’s raised funds and protect the interests of investors, the company has formulated the Boya Bio-Pharmaceutical Group Co.Ltd(300294) raised funds management system in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of Shenzhen stock exchange gem, the guidelines for the standardized operation of companies listed on Shenzhen Stock Exchange gem and the Boya Bio-Pharmaceutical Group Co.Ltd(300294) articles of association, Detailed and strict provisions have been made on the storage of the special account for raised funds, the use of raised funds, the change of investment projects of raised funds, the management and supervision of raised funds and information disclosure.
In order to standardize the management of the company’s raised funds and protect the rights and interests of small and medium-sized investors, the company and the recommendation institution China Greatwall Securities Co.Ltd(002939) signed the tripartite supervision agreement on raised funds with China Citic Bank Corporation Limited(601998) Nanchang branch and Industrial And Commercial Bank Of China Limited(601398) Fuzhou branch respectively in accordance with relevant laws and regulations and the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange
As of December 31, 2021, the balance of the company’s special account for raised funds totaled 9607506046 yuan. The details of the account are as follows:
Monetary unit: RMB
Deposit bank account number amount storage form
China Citic Bank Corporation Limited(601998) Nanchang Branch 8115701131001481374748490345 current account
Industrial And Commercial Bank Of China Limited(601398) Fuzhou branch 1511200929100502644859015701 current account
Total 9607506046
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 “Annex 1, comparison table of the use of funds raised by non-public offering in 2018”.
(II) early investment and replacement of raised investment projects
In order to speed up the implementation of the company’s investment projects with raised funds, the company has used self raised funds to make early investment in relevant investment projects with raised funds before the funds are actually in place. As of April 9, 2018, the cumulative amount of the projects raised and invested by the company in advance with self raised funds was 1155917317 yuan, including 425000000 yuan for land for the construction project of 1000 ton blood products intelligent factory, 657057017 yuan for process design, and 73860300 yuan for survey, design, consultation, evaluation and other expenses. The 16th meeting of the 6th board of directors and the 13th meeting of the 6th board of supervisors deliberated and adopted the proposal on using raised funds to replace self raised funds invested in advance. The board of supervisors and independent directors of the company issued explicit consent opinions, and the company’s audit institution Jiangsu notary Tianye Certified Public Accountants (special general partnership) conducted a special audit, And issued the assurance report on pre investment of raised investment projects with self raised funds (Su Gong w [2018] No. e1242).
Year 2021
Part I funds raised by non-public offering in 2018 (Continued)
3、 Actual use of raised funds (Continued)
(III) cash management of restricted raised funds and investment in related products
The 21st Meeting of the 6th board of directors held on November 26, 2018 deliberated and adopted the proposal on using some idle raised funds to temporarily supplement working capital. In order to fully ensure the normal operation of the company’s production and improve the use efficiency of idle raised funds, on the premise of ensuring the capital demand for the construction of investment projects with raised funds and the normal progress of investment projects with raised funds, the company plans to temporarily supplement working capital with idle raised funds of no more than RMB 70 million in accordance with the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange and other relevant provisions, For the production and operation related to the company’s main business, the service life shall not exceed 12 months from the date of deliberation and approval by the board of directors, and will be returned to the special account for raised funds upon expiration. As of October 21, 2019, the company has returned all the above raised funds of RMB 70 million for temporary replenishment of working capital to the special account for raised funds.
On October 24, 2019, the board of directors of the company deliberated and approved the proposal on using some idle raised funds to temporarily supplement working capital (Announcement No.: 2019086), and agreed that the company plans to use idle raised funds of no more than RMB 90 million to temporarily supplement working capital for production and operation related to the company’s main business, with a service life of no more than 12 months from the date of deliberation and approval by the board of directors, up to October 23, 2020, The company has returned all the above-mentioned raised funds of RMB 90 million for temporary replenishment of working capital to the special account for raised funds.
On October 29, 2020, the board of directors of the company deliberated and approved the proposal on using some idle raised funds to temporarily supplement working capital (Announcement No.: 2020141). In order to improve the use efficiency of raised funds and reduce financial costs, the company plans to use some idle raised funds of no more than RMB 90 million
