Western Securities Co.Ltd(002673) (hereinafter referred to as ” Western Securities Co.Ltd(002673) ” or “sponsor”) as a sponsor of Hunan Warrant Pharmaceutical Co.Ltd(688799) (hereinafter referred to as ” Hunan Warrant Pharmaceutical Co.Ltd(688799) ” or “company”) for initial public offering of shares and listing on the science and innovation board, According to the requirements of laws, regulations and normative documents such as the Listing Rules of Shanghai Stock Exchange on the science and Innovation Board (revised in December 2020), 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), and the measures for the continuous supervision of listed companies on the science and Innovation Board (Trial), the deposit and use of raised funds in Hunan Warrant Pharmaceutical Co.Ltd(688799) 2021 were carefully verified, The verification is as follows:
1、 Basic information of funds raised by initial public offering
(I) actual amount of raised funds and receipt of funds
According to the reply on Approving the registration of Hunan Warrant Pharmaceutical Co.Ltd(688799) initial public offering (zjxk [2021] No. 1966) issued by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) on June 8, 2021, the company was approved to publicly issue 23.5 million ordinary shares of RMB, with an issue price of RMB 30.82 per share and a total raised capital of RMB 724.27 million, After deducting the underwriting and recommendation expenses and other expenses related to the issuance, totaling RMB 686152 million, the net amount of funds raised was RMB 6556548 million. Tianjian Certified Public Accountants (special general partnership) verified the capital availability of the company’s new shares issued this time, and issued the capital verification report (Tianjian Yan Zi (2021) No. 2-19) on July 8, 2021.
All the raised funds have been deposited in the special account for raised funds opened with the approval of the board of directors of the company. The company, the sponsor and the commercial bank storing the raised funds have signed the tripartite supervision agreement for raised funds, or the company, its subsidiaries, the sponsor and the commercial bank storing the raised funds have signed the four party supervision agreement for raised funds, For details, see the company’s disclosure on the website of Shanghai Stock Exchange (www.sse. Com. CN.) on July 12, 2021 Announcement on the listing of Hunan Warrant Pharmaceutical Co.Ltd(688799) initial public offering of shares on the science and innovation board.
(II) use and balance of raised funds
As of December 31, 2021, the use of the company’s raised funds is as follows:
Project amount (yuan)
The net amount of actually raised funds is 65565475140
Less: accumulated use amount of raised funds (including replacement advance investment amount) 15156713509
Of which: 1285853782 for the construction project of high-end API production base with an annual output of 1000 tons (phase I)
Continued construction of high-end raw material drug production base with an annual output of 1000 tons (phase II) 1366274276
Construction project of intelligent workshop with an annual output of 3 billion bags of granules 34693400
Construction of quality testing center for traditional Chinese Medicine
Drug R & D project 6952499171
Plus: net amount of interest income of raised funds deducting handling charges 245756020
Less: the cumulative amount of cash management with raised funds in this period is 8400000000
Plus: the total amount of cash management of the raised funds recovered in the current period is 44000000000
Plus: income from cash management with raised funds in the current period 362619759
Add: payable unpaid drug R & D project expenditure note 1222667371
As of December 31, 2021, the balance of raised funds should be 11239804781
Note 1: the above amount has been paid and transferred out on March 1, 2022.
2、 Deposit and management of raised funds
(I) management of raised funds
In order to standardize the management and use of raised funds, improve the efficiency and efficiency of fund use, and protect the rights and interests of investors, 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, the Listing Rules of Shanghai Stock Exchange on the science and Innovation Board (revised in December 2020), the measures for the continuous supervision of listed companies on the science and Innovation Board (Trial Implementation) and other relevant laws, regulations and normative documents, and in combination with the actual situation of the company, The management system of raised funds has been formulated. In accordance with the provisions of the raised funds management system, the company adopts a special account storage system for the raised funds and strictly performs the use approval procedures, so as to supervise the management and use of the raised funds and ensure that the special funds are used for special purposes.
In July 2021, the company signed the tripartite / quadripartite supervision agreement for raised funds (hereinafter referred to as the “supervision agreement”) with the sponsor and Bank Of Changsha Co.Ltd(601577) Liuyang sub branch, China Minsheng Banking Corp.Ltd(600016) Changsha branch, China Merchants Bank Co.Ltd(600036) Changsha branch, Bank Of China Limited(601988) Changsha Xingsha sub branch.
On August 4, 2021, the proposal on increasing the implementation subject of some fund-raising investment projects was deliberated and approved at the ninth meeting of the second board of directors, and the wholly-owned subsidiary chiral drug company was added as the implementation subject of the fund-raising investment project “drug R & D project”. In August 2021, the company signed the four party supervision agreement on raised funds (hereinafter referred to as the “supervision agreement”) with chiral drug company, Liuyang sub branch of Bank Of Changsha Co.Ltd(601577) Co., Ltd. and the sponsor.
The deposit and management of the company’s raised funds in 2021 shall be carried out in strict accordance with the above supervision agreement.
(II) deposit of raised funds in special account
As of December 31, 2021, the company has 6 special accounts for raised funds, and the deposits of raised funds are as follows:
Account opening subject account opening bank account balance (yuan) deposit method
Bank Of Changsha Co.Ltd(601577) Co., Ltd. 80 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 3391 Shenzhen Nanshan Power Co.Ltd(000037) 88514870 current Hunan Warner pharmaceutical company Liuyang sub branch
China China Minsheng Banking Corp.Ltd(600016) Co., Ltd. 6330869363212267929 current Co., Ltd. Changsha Branch
Bank Of Changsha Co.Ltd(601577) Co., Ltd. 8 Ping An Bank Co.Ltd(000001) 89084 China Vanke Co.Ltd(000002) 156676879 current Hunan Warner pharmaceutical company Liuyang sub branch
Chiral drugs Co., Ltd. China Merchants Bank Co.Ltd(600036) Co., Ltd. 7319087219102075264400898 current company Changsha Branch
Changsha branch of China China Minsheng Banking Corp.Ltd(600016) stock 6331044711635464406 current Co., Ltd
Hunan Warner pharmaceutical factory Bank Of China Limited(601988) Co., Ltd
Natural Medicine Co., Ltd. Changsha Xingsha branch 596377210987182479799 current company
Total 11239804781
In order to improve the use efficiency of the raised funds, the company purchased some temporarily idle raised funds for principal guaranteed financial products, structured deposits or large certificates of deposit. As of December 31, 2021, the relevant balance is as follows:
Holding entity trustee product name balance (yuan) purchase date maturity date
Hunan Warner Bank Of Changsha Co.Ltd(601577) Co., Ltd. has issue 581 in 2021
Pharmaceutical Co., Ltd. Liuyang Sub Branch corporate structured deposit 103000 China Vanke Co.Ltd(000002) 021 / 11 / 132022 / 2 / 15 Co., Ltd
Hunan Warner Bank Of Changsha Co.Ltd(601577) Co., Ltd. has issue 581 in 2021
Pharmaceutical Chiral Pharmaceutical Co., Ltd. Liuyang Sub Branch corporate structured deposit 11000 China Vanke Co.Ltd(000002) 021 / 11 / 132022 / 2 / 15 Co., Ltd
Hunan Warner Bank Of Changsha Co.Ltd(601577) Co., Ltd. has issue 582 in 2021
Pharmaceutical Co., Ltd. Liuyang Sub Branch corporate structured deposit 103000 China Vanke Co.Ltd(000002) 021 / 11 / 132022 / 2 / 15 Co., Ltd
Hunan Warner Bank Of Changsha Co.Ltd(601577) Co., Ltd. has issue 582 in 2021
Pharmaceutical Chiral Pharmaceutical Co., Ltd. Liuyang Sub Branch corporate structured deposit 11000 China Vanke Co.Ltd(000002) 021 / 11 / 132022 / 2 / 15 Co., Ltd
Hunan Warner Bank Of China Limited(601988) shares are Bank Of China Limited(601988) linked
Pharmaceutical Natural Medicine Co., Ltd. Changsha star structured deposit 350000 China Vanke Co.Ltd(000002) 021 / 11 / 242022 / 2 / 24 shawu sub branch of Hunan Warner Da Bank Of China Limited(601988) shares Bank Of China Limited(601988) linked
Pharmaceutical Natural Medicine Co., Ltd. Changsha star structured deposit 37000 China Vanke Co.Ltd(000002) 021 / 11 / 242022 / 2 / 25 shawu Co., Ltd. sub branch Hunan Warner Greater China China Minsheng Banking Corp.Ltd(600016) shares China China Minsheng Banking Corp.Ltd(600016) pair
Pharmaceutical Co., Ltd. Changsha public certificate of deposit 20000 China Vanke Co.Ltd(000002) 021 / 09 / 202023 / 3 / 31 Co., Ltd. Branch
Hunan Warner Greater China China Minsheng Banking Corp.Ltd(600016) shares China China Minsheng Banking Corp.Ltd(600016) yes
Pharmaceutical Co., Ltd. Changsha public certificate of deposit 10000 China Vanke Co.Ltd(000002) 021 / 09 / 202022 / 8 / 20 Co., Ltd. Branch
Hunan Warner Greater China China Minsheng Banking Corp.Ltd(600016) shares China China Minsheng Banking Corp.Ltd(600016) yes
Pharmaceutical Co., Ltd. Changsha public certificate of deposit 30000 China Vanke Co.Ltd(000002) 021 / 09 / 202022 / 9 / 20 branch
Hunan Warner Greater China China Minsheng Banking Corp.Ltd(600016) shares China China Minsheng Banking Corp.Ltd(600016) yes
Pharmaceutical Co., Ltd. Changsha public certificate of deposit 40000 China Vanke Co.Ltd(000002) 021 / 12 / 202022 / 9 / 20 Co., Ltd. Branch
Total 40000000000
Note: China China Minsheng Banking Corp.Ltd(600016) corporate certificates of deposit purchased by the company can choose whether to cash or not every quarter before the maturity date.
3、 Actual use of raised funds in 2021
(I) comparison table of use of raised funds
As of December 31, 2021, see “annex 12021 comparison table of the use of raised funds” for the use of funds of raised investment projects.
(II) early investment and replacement of raised investment projects
On August 26, 2021, the company held the 10th meeting of the second board of directors and the 9th meeting of the second board of supervisors, deliberated and approved the proposal on using raised funds to replace self raised funds invested in raised projects in advance and paid issuance expenses, and agreed to use the raised funds of RMB 90.623 million to replace self raised funds invested in raised projects in advance, Use the raised funds of RMB 1.864 million to replace the self raised funds that have paid the issuance expenses. The independent directors of the company have expressed their independent opinions with explicit consent, and the board of supervisors of the company has expressed their opinions with explicit consent.
Tianjian Certified Public Accountants (special general partnership) issued the assurance report on Hunan Warner Pharmaceutical Co., Ltd. investing in raised investment projects and paying issuance expenses with self raised funds in advance (tianjianshen [2021] No. 2-374). The recommendation institution has issued the Western Securities Co.Ltd(002673) verification opinions on Hunan Warrant Pharmaceutical Co.Ltd(688799) using the raised funds to replace the self raised funds invested in the raised projects in advance and the paid issuance expenses on August 26, 2021.
According to the relevant provisions of the Listing Rules of Shanghai Stock Exchange on the science and Innovation Board (revised in December 2020), the company has transferred 90.623 million yuan of raised funds to
