Soochow Securities Co.Ltd(601555)
About Ife Elevators Co.Ltd(002774) 2021
Special verification report on the deposit and use of raised funds
On April 28, 2015, Ife Elevators Co.Ltd(002774) (hereinafter referred to as " Ife Elevators Co.Ltd(002774) " or "the company") and Soochow Securities Co.Ltd(601555) (hereinafter referred to as " Soochow Securities Co.Ltd(601555) " or "the sponsor") signed the recommendation agreement for initial public offering of shares, and Ife Elevators Co.Ltd(002774) hired Soochow Securities Co.Ltd(601555) as the sponsor for initial public offering of shares. In accordance with the relevant provisions of the measures for the administration of securities issuance and listing recommendation business of the China Securities Regulatory Commission, Soochow Securities Co.Ltd(601555) is responsible for the continuous supervision after the company's initial public offering and listing.
Soochow Securities Co.Ltd(601555) as the sponsor of Ife Elevators Co.Ltd(002774) and in accordance with the provisions of laws and regulations such as the measures for the administration of securities issuance and listing sponsorship business, the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds of listed companies, the stock listing rules of Shenzhen Stock Exchange and the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, The deposit and use of the raised funds of Ife Elevators Co.Ltd(002774) in 2021 were checked. The verification results are as follows: I. Basic information of the raised funds
(I) availability of raised funds
With the approval of the reply on Ife Elevators Co.Ltd(002774) initial public offering of shares (zjxk [2017] No. 239) issued by the China Securities Regulatory Commission, Ife Elevators Co.Ltd(002774) (hereinafter referred to as "the company") publicly issued 83.7 million shares of RMB common shares (A shares) to the public, with an issue price of RMB 6.10 per share and a total amount of funds raised by issuing new shares of RMB 51057000000, After deducting the issuance expenses of RMB 4897144700 (including tax), the net amount of funds actually raised is RMB 46159855300. On March 21, 2017, it was verified by Daxin Certified Public Accountants (special general partnership) and issued the capital verification report (daxinyz [2017] No. 500006), confirming that the raised funds have arrived in the account.
(II) use and balance of raised funds
In 2021, the company actually used the raised funds of 444042 million yuan, and the accumulated used raised funds were 2241479 million yuan. In 2021, the net amount of bank deposit interest and wealth management income received by the company after deducting bank charges was 114689 million yuan, and the net amount of bank deposit interest and wealth management income received after deducting bank charges was 619996 million yuan.
As of December 31, 2021, the balance of raised funds is RMB 299450300 (including the net amount of accumulated bank deposit interest received after deducting handling fees, etc.) for the purchase of wealth management. 2、 Management of raised funds and special account storage
(I) management of raised funds
1. Tripartite supervision agreement 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, the company has formulated the Ife Elevators Co.Ltd(002774) raised funds management system in accordance 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 of listed companies and other documents of the CSRC and in combination with the actual situation of the company.
According to the requirements of the regulations, the company adopts special account storage management for the raised funds. With the approval of the board of directors of the company, the company has signed the tripartite supervision agreement on raised funds with Agricultural Bank Of China Limited(601288) Dongguan Qingxi sub branch of Guangdong Province, Industrial And Commercial Bank Of China Limited(601398) Dongguan Qingxi sub branch of Guangdong Province, Dongguan Qingxi sub branch of Dongguan Rural Commercial Bank of Dongguan Province, Industrial Bank Co.Ltd(601166) Dongguan branch of Guangdong Province, China Merchants Bank Co.Ltd(600036) Dongguan Qifeng sub branch of Guangdong Province (hereinafter referred to as "deposit bank") and the sponsor Soochow Securities Co.Ltd(601555) , It defines the rights and obligations of all parties. For details, please refer to the company's website on April 10, 2017 (www.cn. Info. Com. CN.) Announcement on signing the tripartite supervision agreement on raised funds (Announcement No.: 2017006). There is no significant difference between the agreement and the model tripartite regulatory agreement of Shenzhen Stock Exchange. The use of raised funds is strictly examined and approved to ensure that special funds are used for special purposes.
2. Four party supervision agreement on raised funds
(1) The company held the 9th meeting of the 3rd board of directors on March 27, 2019, deliberated and passed the proposal on capital increase to the holding subsidiary, and agreed that the company plans to use the raised funds to increase 40 million yuan to Henan Zhongyuan Ife Elevators Co.Ltd(002774) Co., Ltd., a wholly-owned subsidiary, for the implementation and construction of the raised investment project "northern production and manufacturing center construction project". This capital increase will be implemented by stages.
(2) In order to standardize the management of the company's raised funds and protect the rights and interests of small and medium-sized investors, in accordance with the relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of the raised funds of listed companies, the stock listing rules of Shenzhen Stock Exchange (revised in November 2018), the guidelines for the standardized operation of companies listed on the SME Board of Shenzhen Stock Exchange (revised in 2015), etc, The company signed the four party supervision agreement on raised funds with Qingxi sub branch of Dongguan Rural Commercial Bank Co., Ltd. Soochow Securities Co.Ltd(601555) and Henan Zhongyuan Ife Elevators Co.Ltd(002774) Co., Ltd., clarifying the rights and obligations of all parties. For details, please refer to the company's website on March 29, 2019 (www.cn. Info. Com. CN.) Announcement on the establishment of a special account for raised funds and the signing of a four party supervision agreement for raised funds (Announcement No.: 2019024). There is no significant difference between the agreement and the model four party regulatory agreement of Shenzhen Stock Exchange. The use of raised funds is strictly approved to ensure that the special funds are used for special purposes. 3. The three-party supervision agreement on the raised funds of new raised investment projects and the cancellation of the special fund account due to the termination of some raised investment projects
(1) On February 13, 2020, the company held the 19th meeting of the third board of directors and the 15th meeting of the third board of supervisors, deliberated and approved the proposal on the change, termination and extension of some investment projects with raised funds, and agreed to terminate the implementation of the "elevator core parts production line construction project". The remaining raised funds of the project are used to pay the purchase price of new plots in Qinghuang industrial zone and relevant taxes, The balance part shall be permanently supplemented with working capital; Adjust the investment scale of the funds raised from the "northern production and manufacturing center construction project" to 50.4 million yuan, and invest the remaining funds in the new project "Qinghuang industrial zone Ife Elevators Co.Ltd(002774) , escalator and core parts production line project (phase I)", which is mainly used for the construction of plant and escalator production line.
(2) According to the regulations, after using the raised funds from the "elevator core parts production line construction project" to permanently supplement the working capital, the company has completed the injection and cancellation procedures of the special account for the raised funds of the project (name of deposit bank: Industrial Bank Co.Ltd(601166) Dongguan branch, account No.: 395 Tcl Technology Group Corporation(000100) 110 Guodian Nanjing Automation Co.Ltd(600268) ). After the cancellation of the special account for raised funds, the tripartite supervision agreement on raised funds signed by the company with Industrial Bank Co.Ltd(601166) Dongguan branch and Soochow Securities Co.Ltd(601555) Dongguan branch shall be terminated accordingly. For details, please refer to the company's website on March 31, 2020 (www.cn. Info. Com. CN.) Announcement on cancellation of some special accounts for raised funds (Announcement No.: 2020014).
(3) In order to better strengthen the management and use of the raised funds, protect the interests of investors and improve the use efficiency of the raised funds, the company newly opened a special bank account for the management of the "Qinghuang industrial zone Ife Elevators Co.Ltd(002774) , escalator and core parts production line project (phase I)". The company signed the tripartite supervision agreement on raised funds with Qingxi sub branch of Dongguan Rural Commercial Bank Co., Ltd. Soochow Securities Co.Ltd(601555) to clarify the rights of all parties
Benefits and obligations. For details, please refer to the company's website on April 2, 2020 (www.cn. Info. Com. CN.) Announcement on the establishment of special accounts for raised funds and the signing of tripartite supervision agreements for raised funds (Announcement No.: 2020015). There is no significant difference between the agreement and the model tripartite regulatory agreement of Shenzhen Stock Exchange. The use of raised funds is strictly examined and approved to ensure that special funds are used for special purposes.
(II) storage of raised funds in special account
As of December 31, 2021, the deposit of the company's raised funds in the bank account is as follows:
Unit: RMB
No. opening company opening bank account No. special account purpose ending balance (yuan)
1 Ife Elevators Co.Ltd(002774) shares Agricultural Bank Of China Limited(601288) qing4428700104
1 marketing service network 3128953289 Co., Ltd. Xi sub branch upgrading project
2 Ife Elevators Co.Ltd(002774) shares Industrial And Commercial Bank Of China Limited(601398) Qing 201 Keli Motor Group Co.Ltd(002892) 9 868 elevator production expansion 1050487428 Co., Ltd. Xi sub branch reconstruction project
Ife Elevators Co.Ltd(002774) shares Dongguan Rural Commercial Bank
3. Central construction project of Qingxi 180010190010038892 North manufacturing 2403633514 sub branch of Industrial Bank of China Limited
Henan Zhongyuan Kuaiyi Dongguan Rural Commercial Bank
4 Elevator Co., Ltd. Industrial Bank Qingxi 18001019001004585530351920 sub branch
5 Ife Elevators Co.Ltd(002774) shares China Merchants Bank Co.Ltd(600036) East 999009761210678 enterprise technology center 458752526 Co., Ltd. guanqifeng sub branch construction project
Qinghuang Industrial Zone
Ife Elevators Co.Ltd(002774) shares Dongguan Rural Commercial elevator, escalator and
6. Production line project (I) of Qingxi 180010190010050129 core parts and components branch of Industrial Bank of China Limited 14472856981
Period)
Total 21545035658
Note 1: the difference of 84 million yuan between the balance of raised funds and the balance of special account for raised funds in the comparison table of the use of raised funds is that the company uses the idle raised funds of 84 million yuan to purchase bank financial products and income vouchers for cash management.
Note 2: at the beginning of the period, the remaining 63.72 million yuan (total transfer in: 184.22 million yuan) has been transferred into the special fund-raising account of "Qinghuang industrial zone Ife Elevators Co.Ltd(002774) , escalator and core parts production line project (phase I)" (deposit bank: Qingxi branch of Dongguan Rural Commercial Bank; bank account: 180010190010050129). 3、 Utilization and balance of raised funds in 2021
(I) use of funds for investment projects with raised funds
The actual use of the raised funds in this year is detailed in Annex 1: comparison table of the use of the raised funds.
(II) advance investment and replacement of investment projects with raised funds
In order to ensure the smooth progress of the project, before the raised funds are in place, the company will first solve it with self raised funds according to the actual situation of the project progress, and then replace it after the raised funds are in place. If the actual amount of raised funds (after deducting the issuance expenses) is lower than the total capital demand of the investment project with raised funds, the insufficient part shall be solved by the company through other financing channels or its own funds.
The company used the raised funds to replace the funds invested in the investment projects with self raised funds in advance from February 17, 2015 to April 21, 2017, totaling RMB 1717655855. Daxin Certified Public Accountants (special general partnership) verified the actual use of self raised funds in the raised and invested projects of the company, and issued the audit report of Ife Elevators Co.Ltd(002774) replacing self raised funds invested in the raised projects with raised funds (dxtsz [2017] No. 500079) on April 21, 2017. The independent directors, the board of supervisors and the recommendation institution of the company checked the above matters about the replacement of the raised funds into the self raised funds of the project in advance, and expressed their consent.
The replacement has fulfilled the necessary legal procedures, does not conflict with the implementation plan of the raised investment project, and will not affect the normal implementation of the raised investment project,
