China International Capital Corporation Limited(601995) about
Zhejiang Hisun Pharmaceutical Co.Ltd(600267) in 2021
Verification opinions on the storage and use of raised funds
Zhejiang Hisun Pharmaceutical Co.Ltd(600267) (hereinafter referred to as ” Zhejiang Hisun Pharmaceutical Co.Ltd(600267) ” or “the company”) engaged Anxin Securities Co., Ltd. (hereinafter referred to as “Anxin securities”) as the sponsor of the offering in 2013. Anxin securities appointed Mr. Li Zeye and Mr. Dai Mingchuan as the sponsor representatives of the offering, and the supervision period lasted until December 31, 2015. In view of the fact that all the raised funds from the non-public offering have not been used up, according to the relevant provisions of the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 11 – continuous supervision, the sponsor shall continue to perform the obligation of continuous supervision until all the raised funds are used up.
On January 19, 2018 and April 18, 2018, the company held the first extraordinary general meeting of shareholders in 2018 and the annual general meeting of shareholders in 2017, deliberated and approved the proposal on the company’s non-public development of A-Shares and other relevant proposals. According to the needs of the issuance, the company hired China International Capital Corporation Limited(601995) (hereinafter referred to as ” China International Capital Corporation Limited(601995) ” or “the sponsor”) as the sponsor of the company’s non-public issuance of a shares, and signed the recommendation agreement between Zhejiang Hisun Pharmaceutical Co.Ltd(600267) and China International Capital Corporation Limited(601995) on the non-public issuance and listing of RMB common shares (A shares) in China with China International Capital Corporation Limited(601995) .
According to the relevant provisions of the measures for the administration of securities issuance and listing recommendation business of the China Securities Regulatory Commission, if the company hires another recommendation institution for re applying for securities issuance, it shall terminate the recommendation agreement with the original recommendation institution, and the additional recommendation institution shall complete the unfinished continuous supervision work of the original recommendation institution. Therefore, the company and Anxin securities signed the termination agreement of the recommendation agreement for securities issuance of listed companies. According to the above agreement, the recommendation agreement between the company and Anxin securities on the company’s non-public offering of shares in 2013 is terminated, and the unfinished continuous supervision of Anxin securities will be undertaken by China International Capital Corporation Limited(601995) China International Capital Corporation Limited(601995) has appointed Mr. Zhang Lei and Mr. Xu Zhijun as the sponsor representatives to perform the obligation of continuous supervision during the use period of the funds raised by the company’s non-public offering of A-Shares in 2013.
China International Capital Corporation Limited(601995) as the continuous supervision organization of Zhejiang Hisun Pharmaceutical Co.Ltd(600267) 2013 non-public offering and listing of A-shares, in accordance with the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 – standardized operation, guidelines for supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, and Shanghai Stock Exchange
Self regulatory guidelines for listed companies of stock exchange No. 11 – continuous supervision, Zhejiang Zhejiang Hisun Pharmaceutical Co.Ltd(600267) Co., Ltd
The measures for the administration of the raised funds of the Company Limited and the articles of association and other relevant provisions are formulated for the year of 6 Dongjiang Environmental Company Limited(002672) 021
The deposit and use of the raised funds have been carefully verified, and the following verification opinions have been issued:
1、 Deposit and use of raised funds
(I) actual amount of raised funds and time of fund arrival
With the approval of CSRC zjxk [2014] No. 766 document, the company invested in 8 special investors
The investor privately issued 125822784 RMB common shares (A shares) at an issue price of 15.80 yuan/
Shares, the total amount of funds raised is 198799998720 yuan, and the net amount of funds raised after deducting the issuance expenses is
194149737218 yuan. On September 22, 2014, Tianjian Certified Public Accountants (special general partnership) made a statement to
The availability of the above raised funds was verified and the capital verification report (tjy [2014] No. 195) was issued.
The company has deposited the raised funds in the special account, and signed the raising agreement with the sponsor and the commercial bank storing the raised funds
Fund raising supervision agreement.
(II) use of raised funds
The company has used 18829409 million yuan of raised funds in previous years and received bank deposit interest in previous years
The net amount of interest deducted from bank charges is 742841 million yuan; Actual use of funds raised in 2021
RMB 198872 million, and the net amount of bank deposit interest received in 2021 after deducting bank handling charges is 38.45
10000 yuan; The accumulated used raised capital is 19028281 million yuan, and the accumulated bank deposit interest received is deducted from the bank
The net amount of handling charges is 746686 million yuan. As of December 31, 2021, the company’s actual use is idle
The raised fund is 100 million yuan, which temporarily replenishes the working capital and deposits the remaining raised funds in the special account for raised funds
The amount is 133379 million yuan (including the net amount of accumulated bank deposit interest received minus bank handling charges, etc.)
UM). On March 18, 2022, the company has returned all the above raised funds used to supplement working capital
To the special account for raising funds of the company.
As of December 31, 2021, the company raised funds for “annual output of 2 billion solid preparations, 4300”
Wanzhi injection technical transformation project “,” anti-tumor solid preparation technical transformation project “,” Zhejiang Hisun Pharmaceutical Co.Ltd(600267) (Hangzhou) Co., Ltd
Phase II bioengineering project of the company (hereinafter referred to as “phase II bioengineering project”), the specific use conditions are as follows:
Unit: 10000 yuan
The raised funds are invested and raised in 2014, 2015, 2016, 2018, 2019, 2020 and 2021. As of 2021, the total amount of investment promised by the project is actually raised, the actual fund is actually raised, the actual fund is actually raised, the actual fund is actually raised, the actual fund is actually raised, the actual fund is actually raised, and the accumulated amount of investment and use at the end of the year is actually used Usage amount usage amount usage amount usage amount usage amount usage amount
Annual output of 2 billion solid preparations and 4
3 million injections 765 Shenzhen Zhongheng Huafa Co.Ltd(000020) 40670114 Zhejiang Huangma Technology Co.Ltd(603181) 6433608448290353139552 342.915075778 injection technical transformation items
Objective antitumor solid
Preparation technical transformation item 3150000 3.77 978.5924736110982283481792774381699461988722438260 mesh
Phase II Biological Engineering –
Project 865 Tunghsu Azure Renewable Energy Co.Ltd(000040) 0453234249987425755461648718269
Closing and raising funds
Permanent supplement of working capital from 2795974 to 2795974
Total 1945 Shenzhen Zhongjin Lingnan Nonfemet Co.Ltd(000060) 4557946688881806369225284063853241699030 Weihai Guangtai Airport Equipment Co.Ltd(002111) 9887219028281
(III) special account balance of raised funds
As of December 31, 2021, the balance of the special account for raised funds was 1333793449 yuan (including accumulated funds)
(net amount of interest received from bank deposits deducting bank charges, etc.); The company has two special accounts for raising funds
The deposit of fund-raising funds is as follows:
Unit: RMB
Remarks on the balance of raised funds in the account number of the deposit bank
Shanghai Pudong Development Bank Co.Ltd(600000) sets 8104015800 China Vanke Co.Ltd(000002) 41794257796 special account for raised funds
Jiaozhou Jiaojiang sub branch
China Citic Bank Corporation Limited(601998) Hangzhou branch 7331010182 Nanning Chemical Industryco.Ltd(600301) 448539535653 special account for raised funds
Total 1333793449
[note]: as of December 31, 2021, the company should raise 1133379 million yuan of funds.
The 26th meeting of the 8th board of directors of the company
Through deliberation, it is agreed that the company will use part of the idle raised funds of RMB 100 million to temporarily supplement the working capital, and the service life is from the directors
No more than 12 months from the date of deliberation and approval of the meeting. As of December 31, 2021, the company has actually used the idle raised funds of 100 million yuan to make up for it temporarily
The balance of raised funds deposited in the special account for raised funds is RMB 133379 million (including the accumulated interest deduction from bank deposits)
Net amount excluding bank charges, etc.). On March 18, 2022, the company has returned all the above raised funds used to supplement working capital to the company
Special fund collection account.
As of December 31, 2021, special account for raised funds China Construction Bank Corporation(601939) Fu
The bank account number of yangxindeng sub branch 3 Wuhan Huazhong Numerical Control Co.Ltd(300161) 7281059599699 was cancelled on September 13, 2017; China
Industrial And Commercial Bank Of China Limited(601398) Co., Ltd. Fuyang sub branch 1202087129900184641 bank account has been opened in September 2017
Cancelled on June 17 Industrial And Commercial Bank Of China Limited(601398) Fuyang sub branch 1202087129900184765 bank
The account number was cancelled on September 24, 2014; China Development Bank Zhejiang Branch
3310156 Rainbow Digital Commercial Co.Ltd(002419) 4550000 bank account was cancelled on September 27, 2017 Industrial And Commercial Bank Of China Limited(601398) Taizhou Jiaojiang sub branch 12070111292 Bohai Leasing Co.Ltd(000415) 18 bank account number was cancelled on July 30, 2020. After the cancellation of the above special account for raised funds, the relevant tripartite supervision agreement on the storage of special account for raised funds signed by the company with the sponsor and the deposit bank, and the relevant quadripartite supervision agreement on the storage of special account for raised funds signed by the company with the sponsor, the subsidiary of raised investment project and the bank will be terminated accordingly.
2、 Adjustment of construction progress of projects invested with raised funds in 2021
The 32nd meeting of the 8th board of directors, the 21st Meeting of the 8th board of supervisors and the third extraordinary general meeting of shareholders in 2021 deliberated and approved the proposal on adjusting the construction progress of the “anti-tumor solid preparation technical transformation project” invested by raised funds, and agreed to adjust the construction progress of the “anti-tumor solid preparation technical transformation project” invested by raised funds. The project was filed in November 2013, The construction is mainly divided into two parts: a production workshop of anti-tumor oral solid preparations and a three wastes treatment center supporting Waisha plant area and East plant area. The anti-tumor oral solid preparation production workshop was completed at the end of 2018 and obtained the GMP certificate of anti-tumor tablets in April 2019. The three wastes treatment center completed the design and preliminary construction application procedures and started construction in November 2018, but it could not be completed in June 2021 as originally planned due to epidemic and other reasons.
The adjustment during the construction period of the three wastes treatment center project is mainly due to:
1. In 2019, due to the development of the company