Guoyuan Securities Company Limited(000728) about
Zhongyin Babi Food Co.Ltd(605338) 2021 annual report on continuous supervision
In accordance with the provisions of the securities law, the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of the Shanghai Stock Exchange and the self regulatory guidelines for listed companies of the Shanghai Stock Exchange No. 11 – continuous supervision and other laws and regulations, The initial public offering period of the company (hereinafter referred to as “the sponsor”) is from October 8, 2020 to December 31, 2020. The continuous supervision work in 2021 is summarized as follows: I. continuous supervision work
No. implementation of work content
The sponsor shall establish, improve and effectively implement the continuous supervision. The sponsor has established, improved and effectively implemented the continuous 1 work system, formulated the corresponding work plan according to the specific situation of the company. The corresponding work plan is.
The sponsor shall, in accordance with the relevant provisions of the CSRC
Prior to the commencement of the continuous supervision work, the listed company or the relevant sponsor and the company have signed the continuous supervision related agreement, and the relevant parties have signed the continuous supervision agreement, which defines the rights and obligations of both parties during the continuous supervision and the period of continuous supervision, and reports the rights and obligations during the period of Shanghai.
Stock exchange filing.
During the period of continuous supervision, the sponsor shall, in accordance with relevant regulations
After verification, if the listed company makes a public statement on the illegal and illegal matters, it shall report to the Shanghai Stock Exchange before the disclosure if the company fails to issue 3 during the continuous supervision period. For the illegal and illegal matters that are required to make a public statement according to the relevant provisions, and the matters that violate the regulations or commitments of the designated media after being reviewed by the Shanghai Stock Exchange.
Make an announcement on the Internet.
During the continuous supervision, the listed company or relevant parties
In case of violation of laws and regulations, breach of commitments and other matters, the insurance shall be guaranteed
The recommender shall, after verification within five working days from the date of discovery or should be found, report to the Shanghai Stock Exchange within four working days during the continuous supervision period, and report that there are no major violations of laws and regulations to be announced by the relevant parties, including violations of laws and commitments by the listed company or relevant parties.
The specific conditions of violations, breaches of commitments and other matters shall be guaranteed
Supervision measures taken by the recommender, etc.
The sponsor shall carry out continuous supervision and regular return visit to the company through daily communication, regular return visit and current continuous supervision. During the current continuous supervision period, the sponsor shall carry out continuous supervision and regular return visit through daily ditch 5 field inspection and due diligence. Continue supervision.
The sponsor shall supervise the listed company and its directors, supervisors
The senior managers have complied with laws, regulations and departmental regulations. After verification, during the continuous supervision period, the company and its chapter 6 and the business rules issued by Shanghai Stock Exchange and the directors, supervisors and senior managers have not violated other normative documents, and earnestly fulfilled the relevant laws and regulations or failed to fulfill their commitments. Commitments of the.
The sponsor shall supervise the listed company to establish, improve and effectively verify that during the continuous supervision period, the company is implementing the corporate governance system, including but not limited to the articles of association of shareholders, the rules of procedure of the “three meetings”, the rules of procedure of the relevant general meeting, the board of directors and the board of supervisors, the management system of the transaction of the board of directors and the internal control system of the company, and the code of conduct of supervisors and senior managers. Comply with the requirements of relevant rules and regulations.
The sponsor shall supervise the listed company to establish a sound and effective system
Implement the internal control system, including but not limited to the financial management. The sponsor has verified the design, implementation, accounting and internal audit systems of the company’s internal control system. These internal control systems 8 as well as the use of raised funds, related party transactions and external liabilities meet the requirements of relevant laws and regulations and have been effectively implemented For subsidiaries, it can ensure the standardized operation of the company.
Procedures and rules for major business decisions such as control of
Wait.
The sponsor shall supervise the listed company to establish, improve and effectively implement the information disclosure system of the company, review the information disclosure documents, check the information disclosure documents and other relevant 9 and other relevant documents, and have sufficient reasons to believe that the relevant documents and the company’s information disclosure system are complete, The documents submitted by the company to the Shanghai Stock Exchange do not contain false records, misleading statements or major omissions. False records, misleading statements or material omissions.
The sponsor may disclose the information documents of the listed company
And other documents submitted to China Securities Regulatory Commission and Shanghai stock exchange for prior review. For existing problems, during this continuous supervision period, the recommendation institution shall timely urge the listed company to provide information disclosure documents and correct or supplement them to China Securities Regulatory Commission and Shanghai Stock Exchange, and the listed company does not correct or supplement other documents submitted by the stock exchange for prior review, It shall report to Shanghai Stock Exchange in time. The sponsor failed to read the information disclosure documents of the listed company and urged the company to arrange correction or supplement as soon as possible. For the review before acting, the listed company shall actively cooperate with the information company and complete the review of the appropriate 11 documents on the information disclosure documents according to the suggestions of the relevant guidance institutions within five trading days after the listed company has fulfilled the obligation of continuous supervision and disclosure, and adjust the information disclosure documents with problems.
If the documents are disclosed, the listed company shall be urged to correct or supplement them in time
If the listed company does not make corrections or supplements, it shall
Report to Shanghai Stock Exchange when necessary.
The sponsor shall pay attention to the listed company or its controlling shareholders
After verification, the actual controller, directors, supervisors and senior managers, during the continuous supervision period, the company and its 12 members were subject to administrative punishment by the CSRC, disciplinary punishment by the controlling shareholder of Shanghai Securities, the actual controller, directors, supervisors and the exchange, or were not subjected to such circumstances by the senior managers of Shanghai Stock Exchange.
Issue the supervision notice and urge its improvement
Internal control system and take measures to correct it.
The sponsor shall continue to pay attention to the verification of listed companies and holding shares. During this continuous supervision period, the company, its controlling shareholders and actual controllers fulfill their commitments. If there are no outstanding commitments that should be reported to the Shanghai 13 municipal company, its controlling shareholders, actual controllers and other stock exchanges, the sponsor shall timely report to the Shanghai Securities Exchange.
Stock exchange report.
Sponsors should pay attention to the opinions of public media on listed companies
According to the report, timely check the market rumors. through
After verification, it is found that the listed company has major matters that should be disclosed but have not been disclosed. After verification, during the continuous supervision period, the company has not issued 14 or the information disclosed is inconsistent with the facts.
The sponsor shall timely urge the listed company to truthfully disclose the information
Disclose or clarify; No disclosure or clarification by listed companies
In case of clearing, it shall report to the Shanghai Stock Exchange in time.
One of the following situations is found during continuous supervision,
The sponsor shall urge the listed company to make explanations within a time limit
Correct and report to Shanghai Stock Exchange at the same time: (I)
Listed companies are suspected of violating the listing rules and other regulations of Shanghai
Relevant business rules of the stock exchange; (II) securities service
The professional opinions issued by the financial institution and its signatories can be verified. During the continuous supervision period, the company has not issued any false records, misleading statements or major heritages.
Omission and other violations of laws and regulations or other improper circumstances;
(III) listed companies appear in Article 7 of the recommendation measures
11. The circumstances stipulated in Article 72; (Ⅳ)
The listed company does not cooperate with the sponsor’s continuous supervision;
(V) the Shanghai Stock Exchange or the sponsor deems it necessary to
Other situations to report.
The sponsor shall formulate an on-site inspection plan for the listed company. The sponsor has formulated an on-site inspection plan before the inspection, defined the on-site inspection requirements, ensured the plan, and communicated with the company in advance to ensure the quality of on-site inspection. Effective development of.
In case of any of the following circumstances of a listed company, the sponsor
Within 15 days from the date of knowing or should know; or
Within the time limit required by the Shanghai Stock Exchange
The company conducts special on-site inspection: (I) controlling shareholders
The actual controller or other related parties occupy 17 Listed Company’s funds for non operating purposes; (II) failing to provide insurance for others during the period of continuous supervision of the company; (III) illegal use of raised funds; (IV) violation of such circumstances.
Conduct securities investment, hedging business, etc. in accordance with relevant regulations; (Ⅴ)
Related party transactions are obviously unfair or fail to perform the approval procedures and procedures
Information disclosure obligations; (VI) loss or loss of business performance
The profit of the industry decreased by more than 50% over the same period of last year; (Ⅶ)
Other circumstances required by Shanghai Stock Exchange. 2、 Review of information disclosure
In accordance with the provisions of laws and regulations such as the measures for the administration of securities issuance and listing recommendation business of the CSRC and the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange No. 11 – continuous supervision, Guoyuan Securities Company Limited(000728) reviewed the information disclosure documents of Zhongyin Babi Food Co.Ltd(605338) during the continuous supervision in advance or in time afterwards, and inspected the content and format of the information disclosure documents and the relevant procedures performed; Review the content and format of the company’s information disclosure documents, make sure that the content is true, accurate and complete, there are no false records, misleading statements and major omissions, and the format complies with relevant regulations; Review the convening and convening procedures of the company’s extraordinary general meeting of shareholders, the board of directors and the board of supervisors to ensure their legality and compliance; Review the qualifications of the attendees, proposals and voting procedures of the general meeting of shareholders, the board of directors and the board of supervisors, and make sure that they comply with relevant regulations and the articles of association.
After verification, as of the date of issuance of this report, the company’s information disclosure complies with the relevant laws and regulations of the China Securities Regulatory Commission and Shanghai Stock Exchange.
3、 Whether the company has any matters that should be reported to the CSRC and the Shanghai Stock Exchange in accordance with the measures for the administration of securities issuance and listing recommendation business and the relevant provisions of the Shanghai Stock Exchange
After verification, as of the date of issuance of this report, the company has no other matters that should be reported to the CSRC and Shanghai Stock Exchange as required by relevant laws and regulations such as the measures for the administration of securities issuance and listing recommendation business and the guidelines for self discipline supervision of listed companies of Shanghai Stock exchange No. 11 – continuous supervision.
(there is no text on this page, which is the signature and seal page of Guoyuan Securities Company Limited(000728) on Zhongyin Babi Food Co.Ltd(605338) 2021 annual report on continuous supervision)
Sponsor representative:
Mou Xiaohua, Wang Gang
Guoyuan Securities Company Limited(000728) mm / DD / yyyy
