Zhongshan Securities Co., Ltd
About Shenzhen Crastal Technology Co.Ltd(300824)
Verification opinions on using idle self owned funds for securities investment
Zhongshan Securities Co., Ltd. (hereinafter referred to as "sponsor" and "Zhongshan securities") as the sponsor of Shenzhen Crastal Technology Co.Ltd(300824) (hereinafter referred to as " Shenzhen Crastal Technology Co.Ltd(300824) " and "the company") for initial public offering of shares and listing on the gem, in accordance with the measures for the administration of securities issuance and listing sponsor business and the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem Relevant provisions such as the Listing Rules of Shenzhen Stock Exchange on the growth enterprise market have carefully verified Shenzhen Crastal Technology Co.Ltd(300824) using idle self owned funds for securities investment. The details of the verification are as follows:
1、 Overview of securities investment
(I) investment purpose
In order to improve the use efficiency of idle self owned funds, on the premise of ensuring the capital demand of daily production and operation and effectively controlling investment risks, the company plans to use idle self owned funds for securities investment to maximize income on the premise of controllable risks.
(II) investment quota
The company and its holding subsidiaries intend to use their own funds of no more than 50 million yuan (including 50 million yuan, the same below) for securities investment. Within this amount, the funds can be used in a rolling manner, and the income from investment can be reinvested.
(III) source of funds
All use the company's own funds, do not use the raised funds, and the source of funds is legal and compliant.
(IV) investment scope
Within the scope permitted by national policies and on the premise of controlling investment risks, the behavior of investing in securities in the securities market on the principle of improving capital use efficiency and maximizing returns, including but not limited to:
(1) Placement and subscription of new shares;
(3) Treasury bonds and corporate bonds (including convertible bonds);
(4) Listed securities and their derivatives (including stocks, funds, bonds, stock index futures, etc.); (5) Investment in entrusted financial products for the purpose of securities investment;
(6) Other securities investment activities recognized by the stock exchange.
(V) investment period
From the date of deliberation and approval of the current board of directors to the date of convening the board of directors of the next year.
(VI) investment mode
Within the limit, the chairman of the company is authorized to exercise the right to use the company's own idle funds within the limit of 50 million yuan (including 50 million yuan), and lead the relevant teams of the company to implement it. The normal operation of the company shall not be affected by other investment matters at the same time.
2、 Investment risk and risk control measures
(I) investment risk
1. Securities investment is greatly affected by the changes of macroeconomic situation, fiscal and monetary policies, exchange rate and capital. The investment is affected by market fluctuations, and the investment income is uncertain;
2. The company will intervene timely and appropriately according to the economic situation and changes in the financial market, so the actual income of securities investment is unpredictable;
3. Compared with the agreed transaction price and settlement income of investment products, there are certain factors that affect the liquidity of investment products and the realization of investment products; 4. At the same time, there is also a risk of principal loss due to human operation errors.
(II) risk control measures
1. The company has formulated the securities investment management system, which makes detailed provisions on the principles of securities investment, account management, fund management, approval authority, investment management, risk control, internal information reporting procedures and information disclosure, so as to effectively control and prevent operational risks;
2. Since there are still certain market risks and investment risks in securities investment, the company will strengthen market analysis, research and personnel training, timely adjust investment strategy and scale according to changes in market environment, and strictly control investment risks;
3. If necessary, external personnel with rich practical investment management experience can be employed to provide consulting services for the company's venture capital, so as to ensure that the company carries out strict and scientific demonstration before investment and provide reasonable suggestions for correct decision-making;
4. The audit committee of the board of directors shall regularly supervise and inspect the implementation procedures and investment results of securities investment with some idle self owned funds;
5. The board of supervisors has the right to conduct regular or irregular inspection on the company's securities investment. If any illegal operation is found, it can propose to convene the board of directors to review and stop the company's securities investment activities;
6. The company will do a good job in relevant information disclosure and reporting in accordance with the relevant provisions of Shenzhen Stock Exchange. 3、 Relevant review procedures to be performed
The securities investment has been deliberated and approved at the 20th meeting of the third board of directors and the 18th meeting of the third board of supervisors, and the independent directors have expressed independent opinions; This securities investment does not need to be submitted to the general meeting of shareholders for deliberation; This securities investment does not constitute a connected transaction.
4、 Impact on the company
1. The company's use of some idle self owned funds for securities investment complies with the provisions of relevant laws and regulations, and will not affect the normal development of the company's main business on the premise of ensuring that it will not affect the company's daily operation.
2. Through appropriate securities investment business, we can improve the efficiency of capital use, obtain certain investment income, and seek more investment returns for the company and shareholders.
7、 Verification opinions of the recommendation institution
After verification, the recommendation institution believes that: Shenzhen Crastal Technology Co.Ltd(300824) the use of idle self owned funds for securities investment has been deliberated and approved by the board of directors and the board of supervisors of the company. The independent directors have expressed independent opinions on the matter and fulfilled the necessary internal approval procedures, which is in line with the Listing Rules of GEM stocks of Shenzhen Stock Exchange According to the requirements of relevant laws and regulations such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM, there is no damage to the interests of shareholders of the company. In conclusion, the recommendation institution has no objection to the company's use of idle self owned funds for securities investment.
Since the investment scope of the company is high-risk investment, the recommendation institution requests the board of directors and corresponding responsible managers of the company to pay full attention to the potential risks brought by securities investment to the company, and strictly implement the articles of association, securities investment management system and its approval procedures.
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(there is no text on this page, which is the signature page of the verification opinions of Zhongshan Securities Co., Ltd. on Shenzhen Crastal Technology Co.Ltd(300824) using idle self owned funds for securities investment)
Sponsor representative:
Chen Xiande Wan Yunfeng
Zhongshan Securities Co., Ltd. March 23, 2022
