Guosen Securities Co.Ltd(002736)
About Lingyi Itech (Guangdong) Company(002600)
Special verification report on the deposit and use of raised funds in 2021
As a sponsor of Lingyi Itech (Guangdong) Company(002600) (hereinafter referred to as ” Lingyi Itech (Guangdong) Company(002600) ” or “the company”) for non-public offering of shares in 2020, in accordance with the requirements of laws and regulations such as the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 13 – recommendation business, Guosen Securities Co.Ltd(002736) (hereinafter referred to as ” Guosen Securities Co.Ltd(002736) ” or “sponsor”) has carefully and prudently verified the deposit and use of the company’s raised funds in 2021. The details of verification are as follows:
1、 Verification work carried out by the recommendation institution
Guosen Securities Co.Ltd(002736) the sponsor representative inquired the special account of raised funds, consulted the special report of the board of directors on the storage and use of raised funds, the verification report on the storage and use of raised funds issued by accountants, as well as various business and management rules and regulations, from the management of raised funds, the purpose of raised funds The information disclosure of raised funds and other aspects have verified the storage and use of raised funds in 0026 Zoje Resources Investment Co.Ltd(002021) .
2、 Basic information of raised funds
(I) actual amount of funds raised and time of funds in place
Approved by the reply on approving Lingyi Itech (Guangdong) Company(002600) non-public Development Bank shares (zjxk [2019] No. 2574) of China Securities Regulatory Commission and approved by Shenzhen Stock Exchange, Lingyi Itech (Guangdong) Company(002600) (hereinafter referred to as ” Lingyi Itech (Guangdong) Company(002600) ” or “the company”) issues 322234156 ordinary shares (a shares) at a fixed price of 9.31 yuan per share to specific investors who meet the relevant requirements of China Securities Regulatory Commission. As of June 9, 2020, the company had raised a total of 29999999236 yuan, deducting the issuance cost of 2759916725 yuan, and the net amount of raised funds was 297240082511 yuan. All the funds raised by the above issuance of the company had been in place, which was verified and confirmed by Dahua certified public accountants in the capital verification report of “Dahua Yan Zi [2020] No. 000264”.
(II) use and balance of raised funds
As of December 31, 2021, the company has invested 117585964666 yuan in the raised fund projects, of which: the company invested 20812210000 yuan in the raised fund projects with its own funds before the raised funds are in place, which has been verified and confirmed by Dahua Certified Public Accountants (special general partnership) with the assurance report “dahuahe Zi [2020] No. 006645” and completed the fund replacement; Supplement working capital of 86243781510 yuan; The company used the raised funds of RMB 6685390378 from June 9, 2020 to December 31, 2020 and RMB 3844582778 from January 1, 2021 to December 31, 2021.
As of December 31, 2021, the balance of the special account for raised funds was 21719339080 yuan, and the difference between the due balance of raised funds and the balance of raised funds was 157934778765 yuan, including 159000000000 yuan of idle raised funds used to temporarily supplement working funds and 1065221235 yuan of net interest income during the deposit period of raised funds.
3、 Deposit and management of raised funds
(I) management of raised funds
In order to standardize the management and use of raised funds and protect the rights and interests of investors, the company has formulated the management system for special storage and use of Lingyi Itech (Guangdong) Company(002600) a-share raised funds (revised in August 2021) (hereinafter referred to as the “management system”) in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange and other laws and regulations and in combination with the actual situation of the company.
In accordance with the requirements of the management system and in combination with the business needs of the company, the company implements a special account storage system for the raised funds, so as to supervise the use of the raised funds; Strictly perform the approval procedures for the use of funds for the investment expenses of the projects with raised funds. The internal audit department of the company shall conduct daily supervision on the use of raised funds, regularly inspect the use of raised funds on a quarterly basis, and report the inspection to the audit committee.
On July 26, 2016, the company reviewed and approved the proposal on Revising the management system for special storage and use of raised funds at the 32nd meeting of the third board of directors, and on March 27, 2018, the proposal on Revising the management system for special storage and use of raised funds at the second meeting of the Fourth Board of directors, On May 20, 2021, the third meeting of the Fifth Board of directors deliberated and approved the proposal on Revising the management system for the special storage and use of raised funds, and on August 26, 2021, the tenth meeting of the Fifth Board of directors deliberated and approved the proposal on Revising the management system for the special storage and use of raised funds of a shares.
According to the requirements of the management system and in combination with the business needs of the company, the company has opened special fund-raising accounts in Huanshi sub branch of Jiangmen Rural Commercial Bank Co., Ltd., Industrial Bank Co.Ltd(601166) Shenzhen Bagualing sub branch, Industrial Bank Co.Ltd(601166) Shenzhen Heping sub branch, Bank Of China Limited(601988) Shenzhen Bantian sub branch, Industrial And Commercial Bank Of China Limited(601398) Shenzhen Fuyong sub branch, China Merchants Bank Co.Ltd(600036) Shenzhen Tian’an Yungu sub branch and Shenzhen Branch of China Development Bank, And signed the tripartite supervision agreement on raised funds with the sponsor Guosen Securities Co.Ltd(002736) and the above-mentioned banks; The company, Lingyi Technology (Shenzhen) Co., Ltd. and the sponsor Guosen Securities Co.Ltd(002736) signed the four party supervision agreement on raised funds with Bank Of China Limited(601988) Shenzhen Buji sub branch and Industrial And Commercial Bank Of China Limited(601398) Shenzhen Fuyong sub branch respectively; The company, Lingyi Technology (Shenzhen) Co., Ltd., Dongguan Lingjie metal precision manufacturing technology Co., Ltd., Dongguan Lingyi Precision Manufacturing Technology Co., Ltd., lingshengcheng Technology (Jiangsu) Co., Ltd. and the sponsor Guosen Securities Co.Ltd(002736) signed the five party supervision agreement for raised funds with China Construction Bank Corporation(601939) Dongguan Huangjiang sub branch and Bank Of China Limited(601988) Dongtai sub branch (collectively referred to as the “supervision agreement”). There is no significant difference between the above regulatory agreement and the model tripartite regulatory agreement formulated by Shenzhen Stock Exchange, and there is no problem in the performance of the regulatory agreement.
According to the above management system and supervision agreement, the company implements strict approval procedures for the use of raised funds to ensure that the special funds are used for special purposes; The authorized sponsor representative can inquire the information of the special account for raised funds at the bank that opened the special account for raised funds at any time, and require the sponsor representative to conduct on-site investigation on the management and use of raised funds at least once every half year. If the amount withdrawn by the company from the deposit account for raised funds in a single time reaches more than 10 million yuan, or the amount withdrawn from the deposit account for raised funds within 12 months reaches 5% of the net amount of raised funds, The company shall notify the recommendation representative in writing.
(II) storage of raised funds in special account
As of December 31, 2021, the storage of raised funds is listed as follows:
Monetary unit: RMB
Name of deposit bank account number initial deposit amount deadline balance deposit method
Jiangmen rural commercial bank shares 8002 Ping An Bank Co.Ltd(000001) 4590517370999992413661112 Huofen Co., Ltd. Huanshi sub branch phase I
Industrial Bank Co.Ltd(601166) Co., Ltd. 337050100100354610166000 Shenzhen Fountain Corporation(000005) 4430200 huosi Shenzhen Bagualing sub branch phase I
Industrial Bank Co.Ltd(601166) Co., Ltd. 33807001 Shenzhen Wote Advanced Materials Co.Ltd(002886) 61200000 Shenzhen Zhenye(Group)Co.Ltd(000006) 5193589 live
Name of deposit bank account number initial deposit amount deadline balance deposit method
Shenzhen Heping sub branch phase I
Bank Of China Limited(601988) Co., Ltd. 764073277627800000 Ping An Bank Co.Ltd(000001) 99414836 huosi Shenzhen Bantian sub branch phase I
China Industrial And Commercial Bank Of China Limited(601398) Co., Ltd. has 400 Beijing Oriental Yuhong Waterproof Technology Co.Ltd(002271) 9201883513544000 Ping An Bank Co.Ltd(000001) 77022216 live limited company Shenzhen Fuyong sub branch phase I
China Merchants Bank Co.Ltd(600036) Co., Ltd. 75790137107024000000 China International Marine Containers (Group) Co.Ltd(000039) 867595 huosi Shenzhen Tian’an Yungu sub branch phase I
China Development Bank Shenzhen 443015 Chongqing Fuling Electric Power Industrial Co.Ltd(600452) 8107 Tianma Microelectronics Co.Ltd(000050) 0000 Shenzhen Zhenye(Group)Co.Ltd(000006) 235615 current account branch
Subtotal (Note 1) 298099999241545825163
Bank Of China Limited(601988) Co., Ltd. 745873748591420000 Ping An Bank Co.Ltd(000001) 4357901669 huosi Shenzhen Bantian sub branch phase I
China Industrial And Commercial Bank Of China Limited(601398) Co., Ltd. has 400 Sichuan Crun Co.Ltd(002272) 9201913589100000 Shenzhen Fountain Corporation(000005) 060321530 live limited company Shenzhen Fuyong sub branch phase I
China China Construction Bank Corporation(601939) Dongguan huang44050177840800184050000 Ping An Bank Co.Ltd(000001) 531216669 Huojiang sub branch phase I
China China Construction Bank Corporation(601939) Dongguan huang4405017784080001839200000 Ping An Bank Co.Ltd(000001) 65834800 Huojiang sub branch phase I
Bank Of China Limited(601988) Co., Ltd. 527489140250000 Shenzhen Fountain Corporation(000005) 8239249 huosi Dongtai sub branch phase I
Subtotal (Note 2) 82000 China Vanke Co.Ltd(000002) 1173513917
