About Tianshui Zhongxing Bio-Technology Co.Ltd(002772)
Annual deposit and actual use of raised funds
Assurance Report
Zhonghuan zhuanzi (2022) No. 0810004
catalogue
Starting page: authentication report special report on raised funds
Special report on annual deposit and actual use of raised funds 1
About Tianshui Zhongxing Bio-Technology Co.Ltd(002772)
Assurance report on annual deposit and actual use of raised funds
Zhonghuan zhuanzi (2022) No. 0810004 Tianshui Zhongxing Bio-Technology Co.Ltd(002772) all shareholders:
We are entrusted to verify the attached special report of the board of directors on the annual deposit and actual use of raised funds of Tianshui Zhongxing Bio-Technology Co.Ltd(002772) (hereinafter referred to as ” Tianshui Zhongxing Bio-Technology Co.Ltd(002772) “) as of December 31, 2021.
The special report of the board of directors on the annual deposit and actual use of raised funds is prepared 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 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 the Shenzhen Stock Exchange It is the responsibility of Tianshui Zhongxing Bio-Technology Co.Ltd(002772) board of directors to provide complete physical evidence, original written materials, duplicate materials, oral testimony and other evidence we deem necessary. Our responsibility is to express assurance opinions on the special report of the board of directors on the annual storage and actual use of raised funds on the basis of the implementation of assurance work.
We have carried out the assurance work in accordance with the provisions of other assurance business standards for Chinese certified public accountants No. 3101 – assurance business other than the audit or review of historical financial information, which requires us to abide by the code of professional ethics for Chinese certified public accountants, plan and carry out the verification work, so as to obtain reasonable assurance about whether there is no material misstatement in the special report of the board of directors on the annual storage and actual use of raised funds. In the process of performing the assurance work, we have implemented the necessary procedures such as checking the accounting records and recalculating the amount of relevant items. We believe that our assurance work provides a reasonable basis for expressing opinions.
We think, Tianshui Zhongxing Bio-Technology Co.Ltd(002772) as of December 31, 2021, the special report of the board of directors on the annual deposit and actual use of raised funds has been prepared 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 of listed companies 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 the CSRC, It truthfully reflects the annual deposit and actual use of the raised funds of Tianshui Zhongxing Bio-Technology Co.Ltd(002772) as of December 31, 2021 in all major aspects.
Assurance report page 1 of 8
This assurance report is only used for the purpose of disclosure of Tianshui Zhongxing Bio-Technology Co.Ltd(002772) 2021 annual report and shall not be used for any other purpose. Zhongshen Zhonghuan Certified Public Accountants (special general partnership) Chinese certified public accountant:
An suqiang
Chinese certified public accountant:
Yang Yichen
Wuhan, China March 23, 2022
Assurance report page 2 of 8
Tianshui Zhongxing Bio-Technology Co.Ltd(002772)
Annual deposit and actual use of raised funds by the board of directors
Special report
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 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 the Shenzhen Stock Exchange, Tianshui Zhongxing Bio-Technology Co.Ltd(002772) (hereinafter referred to as “the company” or “the company”) the board of directors has 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
During the reporting period, the raised funds deposited and used by the company were raised by public issuance of convertible corporate bonds.
With the approval of the reply on approving Tianshui Zhongxing Bio-Technology Co.Ltd(002772) public issuance of convertible corporate bonds (zjxk [2017] No. 2002) issued by the China Securities Regulatory Commission on November 7, 2017, the convertible corporate bonds with a face value of no more than 92 million yuan are issued at par for a period of 6 years. The company completed the public offering of convertible corporate bonds on December 13, 2017, with a total raised capital of RMB 92 million. After deducting 17.1 million yuan of underwriting, Recommendation Commission, bond entrusted management fee, audit and capital verification fee, lawyer fee, credit rating fee and other issuance expenses from the total amount of the above-mentioned raised funds, the actual net amount of the raised funds is 902.9 million yuan (hereinafter referred to as “December 2017 convertible corporate bonds”). As of December 19, 2017, all the funds raised by the above convertible corporate bonds have been issued in place. The raised funds have been verified by Zhongshen Zhonghuan Certified Public Accountants (special general partnership) and issued a capital verification report of “Zhonghuan Yanzi (2017) No. 080011”.
As of December 31, 2021, the principal and interest of the funds raised by the public issuance of convertible corporate bonds totaled 9410492 million yuan (excluding bank handling charges). The company has put the accumulated amount of funds raised into use was 5531712 million yuan, including 199633 million yuan in this reporting period and 5334779 million yuan in previous years, The total balance of principal and interest of unused raised funds is 387878 million yuan.
2、 Deposit and management of raised funds
(I) formulation and implementation of raised funds management system
In order to regulate the management and use of raised funds and protect the legitimate rights and interests of investors, the company has formulated the measures for the management of Tianshui Zhongxing Bio-Technology Co.Ltd(002772) raised funds in accordance with the company law, the securities law, the Listing Rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of companies listed on the main board, the articles of association and other relevant provisions, and in combination with the actual situation of the company, Strict provisions have been made on the storage of the special account for raised funds, the use of raised funds, the change of investment direction of raised funds, the management and supervision of raised funds and information disclosure.
(II) deposit of raised funds in special accounts and third-party supervision
1. Storage of raised funds in special account
According to the provisions of the measures for the administration of Tianshui Zhongxing Bio-Technology Co.Ltd(002772) raised funds, on December 19, 2017, the company held the 38th meeting of the second board of directors and deliberated and adopted the proposal on opening a special account for raised funds from public issuance of convertible corporate bonds and signing a supervision agreement. The company and its subsidiaries Anyang Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Technology Co., Ltd., Jilin Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Technology Co., Ltd., Wuwei Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Technology Co., Ltd. have signed the fund-raising supervision agreement with the storage bank and the sponsor China International Capital Corporation Limited(601995) as follows:
Unit: 10000 yuan
Account no. of account opening bank
Annual output of 20000 tons of Agaricus bisporus Bank Of Communications Co.Ltd(601328) shares
1 and 110000 ton compost industrialization Co., Ltd. Tianshui Anyang Tianshui Zhongxing Bio-Technology Co.Ltd(002772) 72903012801801006865742290.00 Branch Technology Co., Ltd
Production project
Annual output of 32400 tons of Flammulina velutipes Bank of Gansu Tianshui Jilin Zhongxing bacteria
2 production line construction project sub Industry Technology Co., Ltd. 6101240020001365024000.00 company
Annual output of 32400 tons of Flammulina velutipes Bank Of Communications Co.Ltd(601328) shares
3. Industrialized circular economy industry Co., Ltd. Tianshui Wuwei Tianshui Zhongxing Bio-Technology Co.Ltd(002772) 7290301100180101120 Guangdong Advertising Group Co.Ltd(002400) 0.00 Branch Technology Co., Ltd
Chain construction project
Total 9029000
Note: the announcement on signing the supervision agreement on raised funds (Announcement No.: 2018004) is detailed in the information disclosure media designated by the company on January 12, 2018, such as securities times, Shanghai Securities News and cninfo（ http://www.cn.info.com.cn. ）。
2. Change of special account for deposit of raised funds
On September 22, 2020, the company held the 34th meeting of the third board of directors and the 20th meeting of the third board of supervisors, deliberated and adopted the proposal on changing the special account for raised funds. In order to strengthen the management of raised funds, Anyang Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Technology Co., Ltd. and Wuwei Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Technology Co., Ltd. applied to Bank of Gansu for the establishment of a new special account for raised funds, and the original special account for raised funds has been cancelled. Anyang Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Technology Co., Ltd. and Wuwei Tianshui Zhongxing Bio-Technology Co.Ltd(002772) Technology Co., Ltd. have signed a supervision agreement on raised funds with the new storage bank, Bank of Gansu and the sponsor China International Capital Corporation Limited(601995) .
After the change of the deposit account of the raised funds, the deposit of the raised funds and the balance of each special account as of the end of the reporting period are as follows:
Unit: 10000 yuan
Preface issue no. of the current reporting period project name account name of the Bank of deposit bank account number balance at the end of the bank account number (including interest)
With an annual output of 20000 tons of Agaricus bisporus and 110000 tons, Bank of Gansu Anyang Tianshui Zhongxing Bio-Technology Co.Ltd(002772)
1-ton compost industrialized production project Tianshui Branch Technology Co., Ltd. 610124010 China Union Holdings Ltd(000036) 7412236.14 2 production line with an annual output of 32400 tons of Flammulina velutipes Bank of Gansu Jilin Tianshui Zhongxing Bio-Technology Co.Ltd(002772) 6101240020001365021970.49 construction project Tianshui Branch Technology Co., Ltd
Annual output of 32400 tons of Flammulina velutipes industrialized Bank of Gansu Wuwei Tianshui Zhongxing Bio-Technology Co.Ltd(002772)
3 circular economy industrial chain construction project Tianshui Branch Technology Co., Ltd. 610124010 China Union Holdings Ltd(000036) 634581.17
Total 3878780
The announcement on signing the supervision agreement on raised funds (Announcement No.: 2020103) and the announcement on the completion of cancellation of some special accounts for raised funds (Announcement No.: 2020104) are detailed in the information disclosure media certificate designated by the company on October 10, 2020
