Securities code: Uroica Precision Information Engineering Co.Ltd(300099) securities abbreviation: Uroica Precision Information Engineering Co.Ltd(300099) Uroica Precision Information Engineering Co.Ltd(300099)
And Citic Securities Company Limited(600030)
About Uroica Precision Information Engineering Co.Ltd(300099)
Reply report to the opinion implementation letter of the Audit Center applying for issuing shares to specific objects
Sponsor (lead underwriter)
(North block, Zhuoyue Times Plaza (phase II), No. 8, Zhongxin Third Road, Futian District, Shenzhen, Guangdong Province) March, 2002
Shenzhen Stock Exchange:
You have received the letter of implementation of the opinions of the examination center on Uroica Precision Information Engineering Co.Ltd(300099) application for issuing shares to specific objects (audit letter [2022] No. 020054) (hereinafter referred to as the “implementation letter”) issued on March 17, 2022. Uroica Precision Information Engineering Co.Ltd(300099) (hereinafter referred to as the “issuer”, “company”) and Citic Securities Company Limited(600030) (hereinafter referred to as the “recommendation institution” and ” Citic Securities Company Limited(600030) “) have carefully implemented the relevant issues in the implementation letter one by one, The reply is as follows, please review.
explain:
1、 Unless otherwise specified, the abbreviations or terms in this reply report have the same meanings as those in the prospectus. 2、 The font in this reply report represents the following meanings:
Bold (not bold): implement the issues listed in the letter
Song typeface (bold, not bold): reply to the questions listed in the implementation letter
catalogue
Question 1. About financial investment four
Question 1. About financial investment
According to the application materials and feedback, Xi’an Luxin youluoka equity investment center partnership (limited partnership) (hereinafter referred to as “Xi’an Luxin fund”) has a registered capital of 200 million yuan, of which the issuer has subscribed 78 million yuan. The issuer made contributions on July 29, 2016, November 14, 2016 and May 7, 2018 respectively, with a total paid in amount of 54.6 million yuan. The issuer recognizes the investment in Xi’an Luxin fund as a financial investment. On June 28, 2020, all partners of Xi’an Luxin fund held the second partners’ meeting in 2020. The partners’ meeting agreed that each fund partner would no longer contribute to the fund.
Please the issuer:
Provide relevant supporting materials on the resolution of the partners’ meeting agreeing that each partner of Xi’an Luxin fund will no longer contribute to the fund, and supplement and disclose whether the issuer has any plan to continue to contribute to Xi’an Luxin fund.
reply:
1、 Basic information of Xi’an Luxin yulioka equity investment center partnership (limited partnership)
Xi’an Luxin youluoka equity investment center partnership (limited partnership) (hereinafter referred to as “Xi’an Luxin fund”) was established on June 1, 2016, mainly engaged in equity investment and investment management, and has completed the filing of private equity fund on February 6, 2017, with the fund number of sr6587. The purpose of the company participating in the establishment of the partnership as a limited partner is mainly to deepen the cooperation with investment institutions with reliable background, further integrate industrial chain resources, obtain investment income and realize the growth of the company’s economic benefits.
Up to now, the basic information of Xi’an Luxin fund is shown in the table below:
Basic information of the project
Name of partnership: Xi’an Luxin yulioka equity investment center partnership (limited partnership)
Date of establishment: June 1, 2016
Registered capital: 200 million yuan
Executive partner Xi’an Luxin Equity Investment Management Co., Ltd
Registered address: No. 10703, floor 7, unit 1, block C, city gate, Tangyan South Road, high tech Zone, Xi’an, Shaanxi
Name and nature of partners and proportion of capital contribution
Xi’an Luxin Equity Investment Management Co., Ltd. (general partner) 1.00% partner information Shandong high tech Venture Capital Co., Ltd. (limited partner)
40%
Uroica Precision Information Engineering Co.Ltd(300099) (limited partner) 39.00%
Basic information of the project
Xi’an industrial investment fund Co., Ltd. (limited partner) 20.00%
General business items: equity investment (it is not allowed to raise funds in public, but only within the business scope of its own assets. Business activities can be carried out only after the approval of relevant departments for projects subject to approval according to law); Investment management. (the above business scope is except for the items specially controlled and licensed by the state)
It can be seen from the above that Xi’an Luxin Equity Investment Management Co., Ltd. (hereinafter referred to as “Xi’an Luxin”) is the general partner of Xi’an Luxin fund, and the other three partners, including the issuer, are limited partners. Xi’an Luxin is the private fund manager registered by China Securities Investment Fund Industry Association (Registration Number: p1060875), and the largest shareholder of Xi’an Luxin is Shandong high tech Venture Capital Co., Ltd. (hereinafter referred to as “high tech venture capital”); Hi tech venture capital is a wholly-owned subsidiary of the listed company Luxin Venture Capital Group Co.Ltd(600783) (Stock Code: Luxin Venture Capital Group Co.Ltd(600783) . SH), which is mainly engaged in venture capital business. Luxin Venture Capital Group Co.Ltd(600783) is a state-controlled listed company, and its actual controller is the Department of finance of Shandong Province; Xi’an industrial investment fund Co., Ltd. (hereinafter referred to as “Xi’an investment”) is a wholly-owned subsidiary of Xi’an Investment Holding Co., Ltd. It is mainly engaged in industrial investment, equity investment, investment consulting and investment management. Its actual controller is Xi’an Finance Bureau.
According to the partnership agreement, the duration of Xi’an Luxin fund is 7 years from the date of establishment of the fund, of which the first 3 years are the investment period, and the period from the end of the investment period to the expiration of the duration is the exit period. During the duration, the investment of Xi’an Luxin fund project is shown in the following table:
Invested company name shareholding ratio investment time point exit time point investment status
Xi’an clover Information Technology Co., Ltd. 2.74% withdrew in December 2017 and September 2021
Shandong Aoyang New Energy Technology Co., Ltd. 4.96% March 2018 – survival
12.50% of Chengdu Zhengyang Bochuang Electronic Technology Co., Ltd. withdrew in July 2018 and August 2020
Wuhan Hubin Electric Appliance Co., Ltd. 18.00% August 2019 – survival
To sum up, up to now, Xi’an Luxin fund has withdrawn from two projects in August 2020 and September 2021 respectively. The fund has passed the investment period and is in the withdrawal period, and will not invest in new projects.
2、 Relevant supporting materials on the resolution of the partners’ meeting agreeing that each partner of Xi’an Luxin fund will no longer contribute to the fund
On June 28, 2020, Xi’an Luxin fund held the second partner meeting in 2020. All partners attended the partner meeting, and the meeting unanimously agreed that “all partners of the fund will not contribute to the fund in the future”. The registered capital of Xi’an Luxin fund is 200 million yuan, of which the issuer subscribed 78 million yuan. As of this partners’ meeting, the issuer has paid in 54.6 million yuan. The specific paid in information is as follows:
No. paid in time paid in amount (10000 yuan)
1 July 29, 20161560.00
2 November 14, 20161560.00
3 May 7, 20182340.00
Total 546000
Therefore, according to the resolution of this partners’ meeting, the issuer does not need to continue to contribute to Xi’an Luxin fund in the future.
3、 Supplementary disclosure of whether the issuer has plans to continue to contribute to Xi’an Luxin fund
To sum up, the issuer, as the limited partner of Xi’an Luxin fund, has paid in 54.6 million yuan. According to the second partner meeting of 2020 held by Xi’an Luxin fund on June 28, 2020, the partners of the fund will not make subsequent contributions to the fund, and the issuer with the remaining subscribed capital does not need to make further contributions.
The issuer will strictly abide by the resolution of this partners’ meeting and will not make any further contribution to Xi’an Luxin fund. In view of this, the issuer hereby promises that Xi’an Luxin fund is in the withdrawal period. According to the resolution of the second partners’ meeting in 2020, the company does not need to make any further contribution to Xi’an Luxin fund, and the company has no plan to continue to make contributions to Xi’an Luxin fund.
Attachment: general opinions of the sponsor on the reply of the company
The sponsor has checked and confirmed the company’s reply in this reply material to ensure its authenticity, completeness and accuracy.
(there is no text on this page, which is the signature page of the issuer of Uroica Precision Information Engineering Co.Ltd(300099) reply report on the implementation of Uroica Precision Information Engineering Co.Ltd(300099) and Citic Securities Company Limited(600030) opinions on Uroica Precision Information Engineering Co.Ltd(300099) application for issuance of shares to specific objects) Uroica Precision Information Engineering Co.Ltd(300099) MM DD YY
Statement of the chairman of the issuer
I have carefully read all the contents of the reply report of Uroica Precision Information Engineering Co.Ltd(300099) this implementation letter, and confirm that the contents of the reply report are true, accurate and complete, and there are no false records, misleading statements or major omissions, and bear corresponding legal responsibilities.
Chairman of the issuer:
Huang Ziwei
Uroica Precision Information Engineering Co.Ltd(300099) mm / DD / yyyy (there is no text on this page, which is the signature and seal page of Citic Securities Company Limited(600030) reply report on the implementation of Uroica Precision Information Engineering Co.Ltd(300099) and Citic Securities Company Limited(600030) opinions on Uroica Precision Information Engineering Co.Ltd(300099) application for issuance of shares to specific objects)
Sponsor representative:
Li Xinxing
Citic Securities Company Limited(600030) mm / DD / yyyy
Statement of the chairman of the sponsor
I have carefully read all contents of Uroica Precision Information Engineering Co.Ltd(300099) this implementation letter reply report, understood the verification process of the problems involved in the report, the company’s core and risk control process, and confirmed that the company performs the verification in accordance with the principle of diligence and responsibility
