China International Capital Corporation Limited(601995)
About Anhui Estone Materials Technology Co.Ltd(688733)
Verification opinions on the deposit and actual use of the raised funds in 2021
China International Capital Corporation Limited(601995) (hereinafter referred to as ” China International Capital Corporation Limited(601995) ” or “sponsor”) as a sponsor of Anhui Estone Materials Technology Co.Ltd(688733) (hereinafter referred to as ” Anhui Estone Materials Technology Co.Ltd(688733) ” or “company”) for initial public offering of shares and listing on the science and innovation board, In accordance with the relevant provisions of the measures for the administration of securities issuance and listing recommendation business, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange, the guidelines for the application of the self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, and the measures for the continuous supervision of listed companies on the science and innovation board, Checked the deposit and actual use of the raised funds in Anhui Estone Materials Technology Co.Ltd(688733) 2021. The details are as follows: I. Basic information of the raised funds
(I) actual amount of raised funds and time of fund arrival
With the approval of registration in the document of China Securities Regulatory Commission zjxk [2021] No. 2362 on July 12, 2021, the company publicly issued 4554108500 RMB ordinary shares (A shares) to the public at the Shanghai Stock Exchange in August 2021, with the issue price of 15.49 yuan / share. The total amount of funds raised was 70543140665 yuan. After deducting the underwriting and recommendation expenses of 5643451253 yuan, the balance was 64899689412 yuan, In addition, after deducting intermediary fees and other issuance expenses of RMB 1948457043, the net amount of funds actually raised was RMB 62951232369.
The arrival time of the raised funds is August 12, 2021. The availability of the raised funds has been verified by Tianzhi International Certified Public Accountants (special general partnership), and a capital verification report of “Tian Ye Zi [2021] No. 37515” was issued on August 12, 2021.
(II) amount used in the current year and balance at the end of the year
As of December 31, 2021, the company has used a total of 26394978949 yuan of raised funds, including 0.00 yuan in the previous year and 26394978949 yuan in the current year, all of which have been invested in the projects of raised funds. The balance of the special account for unused raised funds is 27514819762 yuan, and the idle raised funds are 9300000000 yuan
The difference between RMB 830000000 for cash management (of which RMB 830000000 is due on December 30, 2021 and transferred back to the special account for raised funds on January 4, 2022) and the actual net raised funds of RMB 62951232369 is RMB 258566342, which is the income obtained by the company from the purchase of structured deposits, the settlement of interest on agreed deposits and the settlement of interest on demand deposit accounts. 2、 Management of raised funds
(I) management system of raised funds
The company has formulated in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022), the Listing Rules of Shanghai Stock Exchange’s science and innovation board and the guidelines for the self discipline supervision of listed companies on Shanghai Stock Exchange’s science and Innovation Board No. 1 – standardized operation The Anhui Estone Materials Technology Co.Ltd(688733) raised funds management system (hereinafter referred to as the “management system”) implements a special account storage system for the raised funds, and stipulates the storage, use, project implementation management, change of investment projects and supervision of use, etc. The management system was adopted at the 14th meeting of the second board of directors of the company.
(II) opening of special account for raised funds and tripartite supervision agreement
According to the requirements of the management system, the board of directors of the company approved the opening of five special bank accounts, including China Everbright Bank Company Limited Co.Ltd(601818) Bengbu Branch Business Department 52120180807779529, Bank Of China Limited(601988) Huaiyuan sub branch 181262812773, Bengbu Huaiyuan sub branch 520735145841000043 of Huishang Bank Co., Ltd., Huaiyuan sub branch 2 Grandjoy Holdings Group Co.Ltd(000031) 561386660 China High-Speed Railway Technology Co.Ltd(000008) 1 of Anhui MAANSHAN Rural Commercial Bank Co., Ltd., and Bank Of Hangzhou Co.Ltd(600926) Hefei Science and technology sub branch 34010401 Fujian Qingshan Paper Industry Co.Ltd(600103) 3928, It is only used for the storage and use of the company’s raised funds and shall not be used for other purposes.
According to the requirements of Shanghai Stock Exchange and relevant regulations, the proposal on signing the tripartite supervision agreement on the storage of raised funds in the special account was deliberated and adopted at the third meeting of the third board of directors and the third meeting of the third board of supervisors. On August 30, 2021, the company and the recommendation institution cooperated with the business department of China Everbright Bank Company Limited Co.Ltd(601818) Bengbu Branch, Bank Of China Limited(601988) Huaiyuan sub branch, Bengbu Huaiyuan sub branch of Huishang Bank Co., Ltd Huaiyuan sub branch of Anhui MAANSHAN Rural Commercial Bank Co., Ltd. and Bank Of Hangzhou Co.Ltd(600926) Hefei Science and technology sub branch signed the tripartite supervision agreement on the storage of special account for raised funds (hereinafter referred to as the “tripartite supervision agreement”). There is no significant difference between the tripartite regulatory agreement and the model tripartite regulatory agreement of Shanghai Stock Exchange, and the tripartite regulatory agreement has been effectively implemented.
(III) storage of raised funds in special account
As of December 31, 2021, the deposit balance of the special account for the deposit of raised funds is as follows (unit: RMB):
Deposit method balance of bank account number deposited by the account opening unit
Anhui Anhui Estone Materials Technology Co.Ltd(688733) materials department China China Everbright Bank Company Limited Co.Ltd(601818) Co., Ltd. 52120180807779529 current deposit 5936260633 Bengbu Branch Business Department of Technology Co., Ltd
Anhui Anhui Estone Materials Technology Co.Ltd(688733) materials department Bank Of China Limited(601988) 181262812773 current deposit 7950783676 Huaiyuan sub branch of Technology Co., Ltd
Anhui Anhui Estone Materials Technology Co.Ltd(688733) materials department Huishang Bank Co., Ltd. 520735145841000043 current deposit 3129775450 Technology Co., Ltd. Bengbu Huaiyuan sub branch Anhui Anhui Estone Materials Technology Co.Ltd(688733) materials department Anhui MAANSHAN Rural Commercial Bank
Technology Co., Ltd. Huaiyuan branch 2 Grandjoy Holdings Group Co.Ltd(000031) 561386660 China High-Speed Railway Technology Co.Ltd(000008) 1 current deposit line 7133502
Anhui Anhui Estone Materials Technology Co.Ltd(688733) materials department Bank Of Hangzhou Co.Ltd(600926) 340104016 Shenzhen Ecobeauty Co.Ltd(000010) 33928 current deposit 10490866501 Hefei Science and technology sub branch of Anhui Technology Co., Ltd
Total 27514819762
In order to improve the use efficiency of the raised funds, the company used 9300000000 yuan of idle raised funds for cash management. As of December 31, 2021, 1000000000 yuan of financial products have not expired.
3、 Actual use of raised funds this year
(I) use of funds for investment projects with raised funds
For the comparison table of the actual use of the company’s raised funds in 2021, see the comparison table of the use of funds raised by initial public offering in the annex to this verification opinion.
(II) early investment and replacement of raised projects
On August 30, 2021, the company held the third meeting of the third board of directors and the third meeting of the third board of supervisors, deliberated and approved the proposal on using raised funds to replace self raised funds invested in projects with raised funds in advance and paid issuance expenses, and agreed to use the raised funds to replace the self raised funds invested in projects with raised funds in advance, It is agreed that the company will use the raised funds of RMB 4.9336 million to replace the self raised funds that have paid the issuance expenses. Tianzhi International Certified Public Accountants (special general partnership) has verified the self raised funds invested in the raised funds projects and paid the issuance expenses by using the raised funds, and issued the verification report of Anhui Estone Materials Technology Co.Ltd(688733) using the raised funds to replace the self raised funds invested in the raised funds projects and paid the issuance expenses (tianzhiye Zi [2021] No. 38202).
(III) cash management of idle raised funds
The company held the third meeting of the third board of directors and the third meeting of the third board of supervisors on August 30, 2021, deliberated and adopted the proposal on using temporarily idle raised funds for cash management, and agreed that the company would use idle raised funds with a total amount of no more than RMB 400 million (including this amount) for cash management on the premise of ensuring that the construction of investment projects with raised funds and the normal operation of the company will not be affected, The term is 12 months from the date of deliberation and adoption at the third meeting of the third board of directors. Within the validity period of the resolution, the amount of funds can be recycled and used. The independent directors of the company expressed their explicit consent, and the sponsor China International Capital Corporation Limited(601995) issued an explicit consent verification opinion on the matter.
As of December 31, 2021, the financial products and funds that have been purchased but not yet expired with temporarily idle raised funds are as follows:
Unit product type amount (yuan) start date maturity date expected annualized income type
Yield
Bank Of China Limited(601988) seven day notice deposit 10000 China Vanke Co.Ltd(000002) 021 / 9 / 16 – 1.85% fixed income
Payment of Huaiyuan sub branch
Note: seven day call deposit, with a period of seven days, automatically starts a new cycle after maturity, so there is no fixed maturity date.
(IV) permanent replenishment of working capital or repayment of bank loans with over raised funds
The company held the third meeting of the third board of directors and the third meeting of the third board of supervisors on August 30, 2021, deliberated and adopted the proposal on using part of the over raised funds to permanently supplement the working capital, and agreed to use the over raised funds of RMB 80 million to permanently supplement the working capital.
(V) other information about the use of raised funds
The company held the fourth meeting of the third board of directors and the fourth meeting of the third board of supervisors on October 26, 2021, deliberated and adopted the proposal on using bank acceptance bills to pay the funds required for raised investment projects and replace them with the raised funds in equal amount, and agreed that the company would use bank acceptance bills to pay the funds required for raised investment projects during the implementation of raised investment projects (hereinafter referred to as “raised investment projects”), After that, it will be replaced with the same amount of raised funds regularly, and the same amount of funds will be transferred from the special account of raised funds to the general account of the company. This part of the same amount of replacement funds will be regarded as the used funds of the raised investment project.
(I) change of investment projects with raised funds
The actual investment projects of the company’s raised funds have not changed.
(II) external transfer or replacement of investment projects with raised funds
There is no external transfer or replacement of the company’s investment projects with raised funds in 2021. 5、 Problems in the use and disclosure of raised funds
The board of directors of the company believes that the company has been timely, true and accurate 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 (revised in 2022) issued by the CSRC and the guidelines for the self discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation issued by the Shanghai Stock Exchange The company has completely disclosed the storage and actual use of the raised funds of the company, and there is no violation of the management of the raised funds. The company has faithfully fulfilled its obligation to disclose the investment direction and progress of the raised funds. 6、 The concluding opinions of the assurance report issued by the accounting firm on the deposit and use of the company’s annual raised funds have been verified, Tianzhi International Certified Public Accountants (special general partnership) believes that the special report on the deposit and actual use of the company’s annual raised funds in 2021 is in accordance with the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies (revised in 2022) of the CSRC The preparation of self regulatory guidelines for companies listed on Shanghai Stock Exchange science and Innovation Board No. 1 – standardized operation and relevant format guidelines issued by Shanghai Stock Exchange fairly reflects the deposit and use of the company’s raised funds in 2021 in all major aspects. 7、 Verification opinions of the recommendation institution
After verification, the sponsor believes that the deposit and use of the company’s annual raised funds in 2021 comply with the provisions of the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies (revised in 2022) issued by the CSRC, the self regulatory guidelines for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation issued by the Shanghai Stock Exchange and relevant format guidelines, There is no case of changing the purpose of the raised funds in a disguised form and damaging the interests of shareholders, and there is no case of illegal use of the raised funds.
Annex: comparison table of the use of funds raised by initial public offering
enclosure
Anhui Estone Materials Technology Co.Ltd(688733)
Comparison table of the use of funds raised by initial public offering
Deadline: December 31, 2021
Prepared by: Anhui Anhui Estone Materials Technology Co.Ltd(688733) Materials Technology Co., Ltd
