Securities code: 688151 securities abbreviation: Huaqiang technology Announcement No.: 2022020 Hubei Huaqiang Technology Co., Ltd
Announcement on using self owned funds and bank acceptance bills to pay part of the funds of raised investment projects and replacing them with raised funds in equal amount
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Hubei Huaqiang Technology Co., Ltd. (hereinafter referred to as “the company”) held the 15th meeting of the first board of directors and the 7th Meeting of the first board of supervisors on March 25, 2022, deliberated and adopted the proposal on using self owned funds and bank acceptance bills to pay part of the funds of raised investment projects and replace them with the raised funds in equal amount, and agreed that the company should use its own funds first according to the actual needs in the implementation of raised investment projects The bank acceptance bill shall pay part of the funds of the raised investment project in advance, and the subsequent monthly statistics shall be made on the amount of funds paid for the raised investment project with its own funds and bank acceptance bill, and then the same amount shall be transferred from the special account for raised funds to the basic deposit account of the company. The independent directors of the company have expressed unanimous independent opinions on the above matters, and the sponsor Huatai United Securities Co., Ltd. (hereinafter referred to as “Huatai united” or “sponsor”) has issued clearly agreed verification opinions on this matter. Relevant matters are hereby announced as follows:
1、 Basic information of raised funds
With the approval of the reply on Approving the registration of initial public offering of Hubei Huaqiang Technology Co., Ltd. (zjxk [2021] No. 3368) issued by the China Securities Regulatory Commission, the company issued 86206200 ordinary shares (A shares) in the form of public offering, with an issue price of 35.09 yuan per share. As of December 1, 2021, the company has actually issued 862062 million RMB common shares (A shares) to the public, and the total amount of funds raised is 302497555800 yuan. After deducting 21282473799 yuan of underwriting fees, recommendation fees, audit fees, lawyer fees, information disclosure and other issuance expenses (excluding value-added tax), the net amount of funds actually raised is 281215082001 yuan. The availability of the above funds has been verified by Daxin Certified Public Accountants (special general partnership) and a capital verification report of Daxin Yan Zi [2021] No. 110041 has been issued.
2、 Investment projects committed to raising funds in issuance application documents
According to the prospectus of Hubei Huaqiang Technology Co., Ltd. for initial public offering and listing on the science and innovation board, the investment projects and use plans of the funds raised by the company’s initial public offering are as follows:
Unit: RMB
Project name total investment of the project to be invested in raised funds
number
1. Industrial 772000 Shenzhen Quanxinhao Co.Ltd(000007) 7200000000 production base project of new nuclear, biochemical and emergency rescue protective equipment
2. Construction project of R & D platform for new nuclear, biological and chemical protection basic materials 35300000000
3 informatization (data driven intelligent enterprise) construction project of 9920000000
4. Supplementary working capital: 50000000000
Total 1724200000000
3、 Reasons for using self owned funds and bank acceptance bills to pay part of the funds invested by raising funds and replacing them with the raised funds in the same amount
During the implementation of the raised investment project, the company pays part of the funds of the raised investment project in advance with its own funds and bank acceptance bills according to the actual needs, and then counts the amount of funds paid for the raised investment project with its own funds and bank acceptance bills on a monthly basis, and then transfers the same amount from the special account of raised funds to the basic deposit account of the company. The specific reasons are as follows:
1. The investment expenditure of some raised investment projects of the company includes equipment procurement, material cost, software cost, certification fee, test fee and other funds required for projects. In view of the frequent and piecemeal occurrence of such expenditure in the implementation of raised investment projects, if such expenses are paid directly in the special account of raised funds, there will be a large number of small and sporadic payments, which is not convenient for daily raised funds management and account operation; In addition, in order to improve the efficiency of operation and management and reduce the procurement cost, the company adopts the strategy of batch unified procurement for material procurement, which is not distinguished by raised investment projects. It needs to be paid in advance with its own funds and bank acceptance bills.
2. Some of the receipts received by the company are bank acceptance bills. In order to improve the use efficiency of funds, the company first pays part of the expenses related to the raised investment projects with bank acceptance bills according to the actual needs, and then calculates the amount of funds paid for the raised investment projects with bank acceptance bills on a monthly basis, and then transfers the same amount from the special account for raised funds to the general deposit account of the company, which can speed up the turnover of bills and improve the use efficiency of funds.
3. The company’s fund-raising and investment project expenditure includes personnel wages and salaries. According to the measures for the administration of RMB bank settlement accounts of the people’s Bank of China, employees’ salaries cannot be paid through the special account of the enterprise. At the same time, considering that the social insurance, housing provident fund and personal income tax of the company’s personnel are uniformly transferred from the company’s basic account and general account, The personnel costs involved in the raised investment project are directly paid by the special account for raised funds, which has poor operability. During the implementation of the raised investment project, the company plans to pay the above related expenses with its own funds according to the actual needs and after relevant approval, and then make statistics on the amount of funds paid for the raised investment project with its own funds on a monthly basis, and transfer the same amount from the special account for raised funds to the company’s own fund account.
4、 The operation process of using self owned funds and bank acceptance bills to pay part of the funds invested by raising funds and replacing them with the raised funds in the same amount
In order to ensure that part of its own funds are indeed used in raised investment projects in a compliant, reasonable and effective manner, the specific operation procedures of the above proposed use of its own funds and bank acceptance bills to pay part of the funds of raised investment projects in advance and equal replacement with the raised funds are as follows:
1. According to the implementation progress and specific conditions of the raised investment project, the project handling department shall submit the payment application form for approval according to the relevant contract. The payment application form shall indicate the full name of the payee, the currency and amount of payment, whether to pay with bank acceptance bill, the project used and other elements. The Finance Department of the company shall, according to the material requisition and the salary details of the raised investment project personnel, etc, Prepare a monthly summary of funds paid by self owned funds for raised investment projects, which shall be approved by the financial director of the company.
2. The finance department shall prepare a monthly summary of the payment of raised investment projects with bank acceptance bills in the current month. At the beginning of the next month, the payment of raised investment projects with bank acceptance bills that have not been replaced shall be operated in the following ways after review and approval according to the relevant approval process of raised fund payment: for self issued bank acceptance bills, the same amount shall be transferred from the raised fund account to the general account of the company after the bank acceptance bills are due; The bank acceptance bill transferred by endorsement shall be transferred from the raised capital account to the general account of the company in equal amount after endorsement and transfer, which shall be summarized on a monthly basis and notified to the recommendation institution.
3. The company shall record the transaction time, amount, account, etc. of the special account for raised funds transferred into the general account one by one in the account, and match the notes related to the fund. The bank acceptance bills, transaction contracts, payment vouchers and approval procedures for the use of raised funds in this way shall be separately recorded and archived to ensure that the raised funds are only used for projects invested with raised funds.
4. The recommendation institution and the recommendation representative shall continuously supervise the company’s use of its own funds and bank acceptance bills to pay part of the funds invested by raising funds and replace them with the raised funds in the same amount, and may exercise the supervision power on the company regularly or irregularly by means of on-site verification and written inquiry. The company and the commercial bank depositing the raised funds shall cooperate with the verification and inquiry of the recommendation institution.
5、 Impact on the company
The company plans to pay part of the funds of relevant raised investment projects with its own funds and bank acceptance bills, and regularly replace them with the raised funds, which is conducive to improving the use efficiency of raised funds and the overall operation and management efficiency of the company, Comply 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 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, which will not affect the normal implementation of the company’s raised investment projects, and there is no change or disguised change in the investment direction of raised funds and damage the interests of the company and shareholders.
6、 Review procedure
On March 25, 2022, the 15th meeting of the first board of directors and the 7th Meeting of the first board of supervisors deliberated and approved the proposal on using self owned funds and bank acceptance bills to pay part of the funds raised for investment projects and replacing them with the raised funds in equal amount, and agreed that the company would pay part of the funds raised for investment projects with its own funds in advance during the implementation of the investment projects raised, The independent directors of the company also expressed clear consent.
7、 Description of special opinions
(I) opinions of independent directors
The independent directors believe that the company’s use of its own funds and bank acceptance bills to pay part of the funds for relevant raised investment projects and regular replacement with the raised funds is conducive to improving the efficiency of the use of raised funds and the overall operation and management efficiency of the company, which is in line with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies Relevant laws, regulations and systems, such as the guidelines for self-regulation of companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, will not affect the normal implementation of the company’s raised investment projects, and there is no change or disguised change in the investment direction of raised funds and damage the interests of the company and all shareholders, especially small and medium-sized shareholders. To sum up, all independent directors agree to the proposal on using their own funds and bank acceptance bills to pay part of the funds invested by raising funds and replace them with the raised funds in the same amount.
(II) opinions of the board of supervisors
The board of supervisors believes that the company’s use of its own funds and bank acceptance bills to pay part of the funds invested by raising funds and replace them with the raised funds is conducive to improving the use efficiency of raised funds and the overall operation and management efficiency of the company, Comply 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, 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, which will not affect the normal implementation of the company’s raised investment projects, change or disguise the investment direction of raised funds, or damage the interests of the company and all shareholders, Especially the interests of minority shareholders. The board of supervisors of the company agreed and passed the proposal on using its own funds and bank acceptance bills to pay part of the funds invested by raising funds and replace them with the raised funds in the same amount.
(III) special verification opinions of the recommendation institution
After verification, the sponsor believes that the company’s use of its own funds and bank acceptance bills to pay part of the funds invested by raising funds and equal replacement with the raised funds has been deliberated and approved by the board of directors and the board of supervisors of the company, the independent directors have issued clear consent opinions and performed the necessary legal procedures, Comply with the provisions of relevant laws and regulations, such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, and the contents and review procedures are legal and compliant.
On the premise of not affecting the normal progress of the investment plan of the raised funds, the company plans to use its own funds and bank acceptance bills to pay part of the funds invested by the raised funds, and then replace them with the raised funds in equal amount, which is conducive to improving the use efficiency of the raised funds, improving the operation and management efficiency, in line with the interests of the company and shareholders, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of shareholders.
In conclusion, the recommendation institution has no objection to the company’s use of its own funds and bank acceptance bills to pay part of the funds invested in the raised project and replace it with the raised funds in the same amount.
8、 Online announcement document
(I) opinions of the 15th meeting of independent directors of Hubei Huaqiang Technology Co., Ltd
(II) verification opinions of Huatai United Securities Co., Ltd. on Hubei Huaqiang Technology Co., Ltd. using its own funds and bank acceptance bills to pay part of the funds invested by raising funds and replacing them with the raised funds in equal amount
It is hereby announced.
Board of directors of Hubei Huaqiang Technology Co., Ltd. March 29, 2022
