Huatai United Securities Co., Ltd
About Sinotruk Jinan Truck Co.Ltd(000951)
Special verification report on the deposit and use of raised funds in 2021
Huatai United Securities Co., Ltd. (hereinafter referred to as “Huatai United Securities” or “sponsor”) as the sponsor of Sinotruk Jinan Truck Co.Ltd(000951) (hereinafter referred to as ” Sinotruk Jinan Truck Co.Ltd(000951) ” or “company”) non-public offering of shares in 2020, In accordance with the securities law of the people’s Republic of China, the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies The deposit and use of raised funds in Sinotruk Jinan Truck Co.Ltd(000951) 2021 have been carefully verified in accordance with the provisions of relevant laws, regulations and normative documents such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 13 – recommendation business. The specific verification is as follows:
1、 Basic information of raised funds
(I) actual amount of raised funds and receipt
The reply on approving Sinotruk Jinan Truck Co.Ltd(000951) non-public Development Bank shares (zjxk [2020] No. 3382), approved and issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”), Sinotruk Jinan Truck Co.Ltd(000951) non-public issuance of no more than 168111600 new shares. In the first half of 2021, the company completed this offering. The actual number of shares issued was 168111600, with a par value of 1 yuan per share and an issue price of 29.82 yuan per share. A total of 5013087900 yuan of funds were raised. After deducting the issuance fees related to this offering, such as sponsorship and underwriting fees, audit and capital verification fees, a total of 117046 million yuan (excluding value-added tax), The net amount of funds actually raised by the company in this non-public offering is RMB 50013833 million.
The above funds were paid in on February 5, 2021 and verified by the capital verification report “Ernst & Young Huaming (2021) Yan Zi No. 61617056j02” issued by Ernst & Young Huaming Certified Public Accountants (special general partnership).
(II) used amount and current balance in 2021
As of December 31, 2021, the net amount of funds replaced and used by the company’s raised investment projects was 2754095500 yuan, and the balance of raised funds at the end of the reporting period was 23 Fujian Zhangzhou Development Co.Ltd(000753) 00 yuan. Relevant details are as follows:
Unit: RMB 10000
Project amount
Net amount of raised funds (a) 50013833
Add: accumulated interest income (b) 452252
Cash management income (c) 756.71
Less: commission expense (d) 0.47
Net amount replaced and used by projects invested with raised funds in 2021 (E) 27540955
Of which: the net amount of replacement and use of smart Internet connection (new energy) heavy truck project is 13540955
Repayment of bank loans and supplementary working capital 14000000
Balance of raised funds at the end of the reporting period (f) 23 Fujian Zhangzhou Development Co.Ltd(000753)
Where: F = a + B + c-d-e
2、 Deposit and management of raised funds
(I) management of raised funds
In accordance with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other relevant laws, regulations and normative documents, the management system of raised funds of the company has been revised through the deliberation and approval of the fourth extraordinary meeting of the eighth board of directors in 2020 and the fifth extraordinary general meeting of shareholders in 2020 Management and supervision shall be further specified. In order to regulate the management and use of the funds raised by the company’s non-public offering and protect the rights and interests of small and medium-sized investors, the company signed the tripartite supervision agreement on raised funds with the Bank of deposit of the special account for raised funds and the sponsor Huatai United Securities in February 2021 in accordance with relevant regulations to manage the deposit and use of raised funds. There is no significant difference between the tripartite supervision agreement and the model tripartite supervision agreement on the raised funds of listed companies on the main board of Shenzhen Stock Exchange. All parties to the agreement have performed relevant responsibilities in accordance with the provisions of the tripartite supervision agreement.
(II) storage of raised funds in special account
As of December 31, 2021, the balance details of the company’s special account for raised funds are as follows:
Unit: RMB 10000
Account name deposit bank account number amount
Sinotruk Jinan Truck Co.Ltd(000951) Bank Of Communications Co.Ltd(601328) Shandong Branch 37189999101 Suzhou Ta&A Ultra Clean Technology Co.Ltd(300390) 70689630.85 Group Jinan Industrial And Commercial Bank Of China Limited(601398) Jinan Branch 160200502920031279510052379
Truck stock China Agricultural Bank Of China Limited(601288) Jinan Huaiyin District sub branch 1512610104 Dalian Zeus Entertainment Co.Ltd(002354) 639852.88 Co., Ltd. total 23 Fujian Zhangzhou Development Co.Ltd(000753)
3、 Actual use of raised funds this year
(I) use of funds for investment projects with raised funds
The use of the company’s raised funds in 2021 is shown in the following table:
Unit: RMB 10000
The total amount of raised funds is 50130879, and the total amount of raised funds invested in this year is 27540955
The total amount of raised funds with changed purposes during the reporting period is not applicable
The accumulated total amount of raised funds with changed purposes is not applicable to the accumulated total amount of raised funds invested 27540955
The proportion of the total amount of raised funds with accumulated change of purpose is not applicable
Whether the investment in the current year after the adjustment of the commitment of raised funds has been accumulated by the end of the period. Whether the investment projects at the end of the period have reached the expected reality of the current year, whether the project feasibility commitment investment projects and over raised funds have been invested in more projects (including the total investment (1) amount and the progress of investment amount (%) (3) From the benefit of the available status to whether there is expected to be a major change) (2) = (2) / (1) the benefit of the status date changes greatly
Committed investment projects
1. Intelligent network connection (new energy) heavy truck project no 36013833360138331354095513540955 37.60% of partial production not applicable not applicable no
2. Whether to repay bank loans and supplement working capital 140 Ping An Bank Co.Ltd(000001) 40 Ping An Bank Co.Ltd(000001) 40 Ping An Bank Co.Ltd(000001) 4000000 100.00% not applicable in December 2021 not applicable no
March 31
Subtotal of committed investment projects 50013833500138332754095527540955 55.07% n / a n / a n / a n / a no
Total 50013833500138332754095527540955 55.07% n / a n / a n / a n / a no
The original schedule and expected benefits do not exist or are not achieved during the reporting period.
Major changes in the feasibility of the project (by specific project) indicate that this situation does not exist during the reporting period. The amount, purpose and use progress of the over raised funds, no change in the implementation location of the projects invested by the raised funds, no adjustment in the implementation mode of the projects invested by the raised funds, no
The company held the fourth meeting of the eighth board of directors and the fourth meeting of the eighth board of supervisors on March 16, 2021, deliberated and adopted the proposal on using raised funds to replace self raised funds invested in raised funds investment projects in advance, It is agreed that the company will replace the self raised funds invested in advance with the raised funds, with a total amount of RMB 701107900.
As of December 31, 2021, the company has completed the replacement of the above amount.
Temporary replenishment of working capital with idle raised funds does not exist during the reporting period.
On August 26, 2021, the company held the 7th Meeting of the 8th board of directors and the 7th Meeting of the 8th board of supervisors, deliberated and adopted the proposal on using some temporarily idle raised funds for cash management. According to the resolutions of the above meeting, the company will use the idle raised funds with an amount of no more than RMB 1 million to conduct cash management under the condition of ensuring that the idle raised funds are not used for cash management, affecting the progress of the investment projects of the raised funds, not affecting the normal production and operation of the company and ensuring the safety of funds, so as to purchase the funds with high investment safety, good liquidity The service life of investment products with guaranteed principal shall not exceed 12 months from the date of deliberation and adoption at the seventh meeting of the eighth board of directors.
As of December 31, 2021, the company has used 1 million yuan of idle raised funds for cash management, and obtained income of 7.5671 million yuan.
The balance of raised funds in the implementation of the project does not exist in the original reporting period. because
Purpose and whereabouts of unused raised funds as of December 31, 2021, the balance of the company’s unused raised funds from this non-public offering was 2 Jiangsu Apon Medical Technology Co.Ltd(300753) 00 yuan.
The above amounts are deposited in the special account for raised funds of the company.
Problems in the use and disclosure of raised funds or no other circumstances
As of December 2021
