Guoyuan Securities Company Limited(000728) about
Anhui Zhongyuan New Materials Co.Ltd(603527) special verification opinions on the deposit and use of raised funds in 2021
Guoyuan Securities Company Limited(000728) (hereinafter referred to as ” Guoyuan Securities Company Limited(000728) ” or “sponsor”) as a sponsor of Anhui Zhongyuan New Materials Co.Ltd(603527) (hereinafter referred to as ” Anhui Zhongyuan New Materials Co.Ltd(603527) ” or “company”) for initial public offering of shares, In accordance with the measures for the administration of securities issuance of listed companies, the measures for the administration of initial public offering and listing of shares, 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 deposit and use of raised funds in Anhui Zhongyuan New Materials Co.Ltd(603527) 2021 were carefully verified, and the verification opinions are as follows:
1、 Basic information of raised funds
1. Actual amount of raised funds and time of fund arrival
With the approval of zjxk [2017] No. 1492 document of the China Securities Regulatory Commission, the company was listed and traded on the Shanghai Stock Exchange on September 7, 2017. The stock is abbreviated as ” Anhui Zhongyuan New Materials Co.Ltd(603527) ” and the securities code is ” Anhui Zhongyuan New Materials Co.Ltd(603527) “. The company issued 31.1 million ordinary shares (a shares) to the public for the first time, with an issue price of 13.27 yuan per share and a total capital of 41.267 million yuan, According to relevant regulations, after deducting the issuance expenses of 48.817 million yuan, the actual amount of funds raised was 363.88 million yuan. The raised funds were in place on August 30, 2017. The above capital in place has been verified by Huapu Tianjian Certified Public Accountants (special general partnership) KYZ [2017] No. 4900 capital verification report.
2. Use and balance of raised funds
According to the third meeting of the third board of directors and the third meeting of the third board of supervisors held by the company on September 22, 2017, the company used some idle raised funds to temporarily supplement the working capital of 70 million yuan, with a service life of no more than 12 months. As of August 15, 2018, the company had returned 70 million yuan and deposited it into the special account for raised funds of the company; According to the eighth meeting of the third board of directors and the seventh meeting of the third board of supervisors held by the company on August 24, 2018, the company continues to use some idle raised funds to temporarily supplement the working capital of RMB 70 million, with a service life of no more than 12 months. As of August 20, 2019, the company has returned RMB 70 million and deposited it into the special account for raised funds of the company; According to the 12th meeting of the third board of directors and the 11th meeting of the third board of supervisors held by the company on August 23, 2019, the company continues to use some idle raised funds to temporarily supplement the working capital of 50 million yuan, with a service life of no more than 12 months. As of August 18, 2020, the company has returned 50 million yuan and deposited it into the special account for raised funds of the company; According to the fourth meeting of the Fourth Board of directors and the second meeting of the Fourth Board of supervisors held by the company on August 28, 2020, the company continues to use some idle raised funds to temporarily supplement the working capital of 50 million yuan, with a service life of no more than 12 months. As of August 11, 2021, the company has returned 50 million yuan and deposited it into the special account for raised funds of the company; According to the eighth meeting of the Fourth Board of directors and the fifth meeting of the Fourth Board of supervisors held by the company on August 13, 2021, the company continues to use some idle raised funds to temporarily supplement the working capital of 40 million yuan, with a service life of no more than 12 months. As of December 22, 2021, the company has returned 40 million yuan and deposited it into the special account for raised funds of the company; According to the 10th meeting of the 4th board of directors and the 7th Meeting of the 4th board of supervisors held by the company on December 8, 2021 and the 1st extraordinary general meeting of shareholders held on December 24, 2021, in view of the fact that the investment projects of the company’s raised funds have been completed, the company will permanently supplement the working capital with the surplus raised funds. As of December 31, 2021, the company has permanently supplemented the working capital with the remaining raised capital of RMB 480832 million.
As of December 31, 2021, the bank deposit in the special account for raised funds of the company is RMB 10000, and the details are as follows: unit: RMB 10000
Net proceeds 3638800
Less: the cumulative amount of raised funds used for projects invested with raised funds at the end of the reporting period was 3274221
Less: the accumulated interest deposited in the special account after deducting the handling fee is 116253
Less: special account cancellation transfer out amount 480832
As of December 31, 2021, the amount of the special account for raised funds –
2、 Management of raised funds
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other regulations, and in accordance with the principles of standardization, safety, efficiency and transparency, the company has formulated the management system of raised funds, which has made clear provisions on the storage, approval, use, management and supervision of raised funds, so as to ensure the standardized use of raised funds.
In August 2017, the company and Guoyuan Securities Company Limited(000728) (hereinafter referred to as ” Guoyuan Securities Company Limited(000728) “) signed the tripartite supervision agreement on the storage of raised funds with Guandou sub branch of Wuhu Yangzi Rural Commercial Bank Co., Ltd. (hereinafter referred to as “Guandou sub branch of Wuhu Yangzi bank”) and Industrial Bank Co.Ltd(601166) Wuhu Branch (hereinafter referred to as ” Industrial Bank Co.Ltd(601166) Wuhu Branch”), Open a special account for raised funds (Account No.: 2 Konka Group Co.Ltd(000016) 69293103 Ping An Bank Co.Ltd(000001) 14) in Guandou branch of Wuhu Yangtze bank and a special account for raised funds (Account No.: 498010100402791) in Industrial Bank Co.Ltd(601166) Wuhu Branch.
There is no significant difference between the tripartite regulatory agreement and the model tripartite regulatory agreement of Shanghai Stock Exchange, and there is no problem in the performance of the tripartite regulatory agreement.
In August 2018, due to the proposed cancellation of Guandou sub branch of Wuhu Yangzi bank, a new Park Avenue sub branch of Wuhu Yangzi Rural Commercial Bank Co., Ltd. (hereinafter referred to as “Park Avenue sub branch of Wuhu Yangzi bank”) was established, and all businesses of the former Guandou sub branch of Wuhu Yangzi bank were transferred to Park Avenue sub branch of Wuhu Yangzi bank. After the relocation, except for the change of the opening bank of the special account for raised funds, the bank account number The account name has not been changed. The company and Guoyuan Securities Company Limited(000728) signed a new tripartite supervision agreement with Park Avenue branch of Wuhu Yangzi bank, and the original tripartite supervision agreement will be abolished. There is no significant difference between the tripartite regulatory agreement and the model tripartite regulatory agreement of Shanghai Stock Exchange, and there is no problem in the performance of the tripartite regulatory agreement.
As of December 31, 2021, the storage accounts of the raised funds of the initial public offering of shares have been cancelled, as follows:
Bank name bank account cancellation time
Wuhu Yangzi bank Gongyuan Avenue sub branch 2 Shenzhen Cereals Holdings Co.Ltd(000019) 6293103 Ping An Bank Co.Ltd(000001) 14 December 29, 2021
Industrial Bank Co.Ltd(601166) Wuhu Branch 498010100402791 December 28, 2021
3、 Actual use of raised funds this year
As of December 31, 2021, the raised funds actually invested by the company in relevant projects totaled 327422100 yuan. See attached table 1: comparison table of the use of raised funds in 2021 for the specific use.
4、 Change the use of funds for investment projects with raised funds
As of December 31, 2021, the company’s investment projects with raised funds have not been changed, and the company’s investment projects with raised funds have not been transferred or replaced.
5、 Assurance opinions of Accountants on the special report on the annual storage and use of raised funds Rongcheng Certified Public Accountants (special general partnership) issued the assurance report on the annual storage and use of raised funds (Rongcheng zhuanzi [2022] No. 230z0297). According to the report, the special report on the annual deposit and use of raised funds in Anhui Zhongyuan New Materials Co.Ltd(603527) 2021 is prepared in accordance with the above-mentioned guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and the relevant provisions of the exchange, which fairly reflects the actual deposit and use of raised funds in Anhui Zhongyuan New Materials Co.Ltd(603527) 2021.
6、 Problems in the use and disclosure of raised funds
The company uses the raised funds in accordance with the provisions and requirements of relevant laws, regulations and normative documents, and timely discloses the use of the raised funds. There are no violations in the use and management of the raised funds. 7、 Verification opinions of the recommendation institution
After verification, the sponsor believes that: Anhui Zhongyuan New Materials Co.Ltd(603527) the deposit and use of the raised funds in 2021 meet the requirements of relevant regulations such as the measures for the administration of securities issuance of listed companies, the measures for the administration of initial public offering and listing of stocks, 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), and the raised funds have been deposited and used in a special account, No violation of relevant laws and regulations was found in the use of raised funds.
Schedule 1:
Comparison table of use of raised funds in 2021
Unit: 10000 yuan
The total amount of raised funds is 3638800, and the total amount of raised funds invested in this year is 349027
The total amount of raised funds with changed purposes is not applicable
The accumulated total amount of raised funds invested is 3274221
The proportion of the total amount of raised funds with changed purposes is not applicable
Whether the committed investment has changed after the adjustment of the raised funds, the investment has been accumulated as of the end of the period, and whether the projects invested as of the end of the period have reached the project feasible projects expected to be realized in the current year (including the total amount of committed investment, the amount of committed investment, the amount of committed investment, the amount of investment and the progress of commitment (%) (4) = total amount (1) (2) / (1) amount of promise input (2) / (1) significant change difference in the current period (3) = change
(1)-(2)
30000 a year
Ton precision pressure 3638800363880036388003490273274221364579 89.98% 393210 June 2021 Yes No
Yantong copper strip foil project
Total – 3638800363880036388003490273274221364579 89.98% – 393210——
Reasons for not reaching the planned progress (by specific project) are not applicable
The description of major changes in the feasibility of the project is not applicable
The change of the implementation location of the project invested by raised funds is not applicable
Actual investment projects with raised funds
