Citic Securities Company Limited(600030)
About Eternal Asia Supply Chain Management Ltd(002183)
Verification opinions on the deposit and use of raised funds in 2021
Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) “, “sponsor”) as the sponsor of Eternal Asia Supply Chain Management Ltd(002183) (hereinafter referred to as ” Eternal Asia Supply Chain Management Ltd(002183) “, “company”) non-public offering of A-Shares (hereinafter referred to as “non-public offering”), In accordance with the measures for the administration of securities issuance and listing recommendation business, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, and the guidelines for the self discipline supervision of listed companies No. 1 of Shenzhen Stock Exchange – standardized operation of listed companies on the main board, the deposit and use of raised funds in Eternal Asia Supply Chain Management Ltd(002183) 2021 were verified. The verification results are as follows:
1、 Basic information of raised funds
Approved by the reply on approving Eternal Asia Supply Chain Management Ltd(002183) non-public offering shares of China Securities Regulatory Commission (approved by zjxk [2015] No. 601) and approved by Shenzhen Stock Exchange, the company will issue 47431122 RMB ordinary shares (A shares) at a fixed price by the lead underwriter Citic Securities Company Limited(600030) to specific investors who meet the relevant requirements of China Securities Regulatory Commission, with a par value of 1.00 yuan per share and an issue price of 4.69 yuan per share. As of July 9, 2021, the company has raised a total of 222451986568 yuan, deducting 2515146156 yuan of issuance expenses, and the net amount of raised funds is 219936840412 yuan.
As of July 9, 2021, all the funds raised by the above issuance of the company have been in place, which has been verified and confirmed by the capital verification report “Dahua Yan Zi [2021] No. 000489” issued by Dahua Certified Public Accountants (special general partnership).
As of December 31, 2021, the company has invested 108266540731 yuan in the fund-raising projects, temporarily supplemented the working capital of 108000000000 yuan, and the balance of the fund-raising account is 4235550842 yuan.
2、 Management of raised funds
In order to regulate the management and use of raised funds and protect the rights and interests of investors, the company has been registered in China China Construction Bank Corporation(601939) Co., Ltd. in accordance with the requirements of 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 company’s raised funds management system
Shenzhen Futian sub branch, Industrial And Commercial Bank Of China Limited(601398) Shenzhen Futian sub branch, China Merchants Bank Co.Ltd(600036) Shenzhen Shennan middle road sub branch, Bank Of Shanghai Co.Ltd(601229) Shenzhen Branch and Shenzhen Branch of China Development Bank have opened special accounts for the company’s raised funds. The accounts are 44250100 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 183, 4 Shenzhen Universe (Group) Co.Ltd(000023) 329201219912, 121908340110188, 003929410 Guangdong Faith Long Crystal Technology Co.Ltd(300460) 1407 and 443015 Zhuzhou Times New Material Technology Co.Ltd(600458) 07220000 respectively, which are specially used for the storage and use of the construction funds of the company’s raised funds, On July 13, 2021 and July 14, 2021, the company signed the tripartite supervision agreement on raised funds and the quadripartite supervision agreement on raised funds with its subsidiaries, deposit banks and sponsors respectively, and implemented strict examination and 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 opens 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 six months. The deposit bank shall issue a statement of account to the company and its subsidiaries on a monthly basis (before the 15th of each month) and send a copy to the sponsor. The deposit bank shall ensure that the contents of the statement are true, accurate and complete. If the company and its subsidiaries withdraw more than 50 million yuan from the special account or 20% of the net raised funds in one time or within 12 months, whichever is lower, the company, its subsidiaries and the deposit bank shall timely notify Party C by email within 5 working days after payment, and the expenditure list of the special account shall be provided in the email attachment.
As of December 31, 2021, the storage of raised funds is listed as follows:
Monetary unit: RMB
Bank name account number initial deposit amount deadline balance storage method
China Construction Bank Corporation(601939) 44250100 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 18371634697868510162455 current
Shenzhen Futian sub branch
China Industrial And Commercial Bank Of China Limited(601398) Shenzhen Futian sub branch 4 Shenzhen Universe (Group) Co.Ltd(000023) 329201219912387668599292316380056 current account
China Merchants Bank Co.Ltd(600036) Shenzhen 1219083401101881757899886089434457 current
Shennan middle road sub branch
Bank Of Shanghai Co.Ltd(601229) Shenzhen 003929410 Guangdong Faith Long Crystal Technology Co.Ltd(300460) 1407122666519801269019565 current account
branch
China Development Bank Shenzhen Branch 443015 Zhuzhou Times New Material Technology Co.Ltd(600458) 07220 Caissa Tosun Development Co.Ltd(000796) 8963177550554309 current account
Total 2199368404124235550842
3、 Use of raised funds in 2021
See the attached table “use of raised funds” for details.
4、 Change the use of funds for investment projects with raised funds
On July 26, 2021, the company held the 48th meeting of the 6th board of directors and the 32nd meeting of the 6th board of supervisors, deliberated and adopted the proposal on adjusting the use amount of raised funds for raised investment projects. Since the actual net amount of raised funds is less than the amount of raised funds to be invested, according to the priorities of the company’s raised investment projects, etc, It is decided to adjust the investment amount of raised funds of each project according to the net amount of raised funds of RMB 219936840412.
At the 50th meeting of the 6th board of directors and the 34th meeting of the 6th board of supervisors held on August 11, 2021, the company deliberated and adopted the proposal on changing the implementation subject of some fund-raising projects and opening a special account for fund-raising with the changed implementation subject. It is agreed to change the implementation subject of the “Shandong Eternal Asia Supply Chain Management Ltd(002183) supply chain industrial park project” of the company’s non-public offering fund-raising project from Shandong Eternal Asia Supply Chain Management Ltd(002183) supply chain Industrial Park Management Co., Ltd., a wholly-owned subsidiary of the company, to Jinan Eternal Asia Supply Chain Management Ltd(002183) supply chain industrial Park Management Co., Ltd., a wholly-owned subsidiary of Shandong Eternal Asia Supply Chain Management Ltd(002183) supply chain Industrial Park Management Co., Ltd, The change of the implementation subject does not change the purpose and implementation method of the raised funds of the raised funds project, and is not a major change of the raised funds project..
5、 Problems in the use and disclosure of raised funds
The information about the use of raised funds disclosed by the company is timely, true, accurate and complete, and there are no violations in the use and management of raised funds.
6、 Main opinions of verification and recommendation institutions
During the continuous supervision in 2021, the sponsor checked the deposit and use of the company’s raised funds and the implementation of the investment projects of the raised funds through data review, on-site inspection, interview and communication. The main verification contents include: bank statements of the company’s raised funds, original vouchers for the use of raised funds, relevant announcements and supporting documents on the use of raised funds, project progress and other materials.
After verification, the recommendation institution believes that: Eternal Asia Supply Chain Management Ltd(002183) strictly implemented the special account storage system for raised funds, effectively implemented the three-party supervision agreement / four party supervision agreement, and the raised funds are not occupied by the controlling shareholders and actual controllers, entrusted financial management, etc; As of December 31, 2021, Eternal Asia Supply Chain Management Ltd(002183) the specific use of the raised funds is consistent with the disclosed situation, and there is no violation of relevant laws and regulations.
The recommendation institution has no objection to the deposit and use of the company’s raised funds in 2021.
Schedule
Use of raised funds
Prepared by: error! Reference source not found.
Monetary unit: RMB
The total amount of raised funds is 219936840412, and the total amount of raised funds invested in this year is 108266540731
Total amount of raised funds with changed purposes during the reporting period—
Total amount of raised funds with changed purposes – total amount of raised funds invested 108266540731
Proportion of total raised funds with accumulative change of purpose—
Whether the project has reached the project feasibility commitment of the current year as of the end of the period, whether the investment project and the over raised funds are invested in the change project, and whether the total investment of the current year after the adjustment of the raised funds commitment can achieve the expected cumulative investment progress as of the end of the period, and whether there is a major goal (including the total investment amount of the Department) (1) the investment amount (2) (%) (3) = the daily benefit of the state of use, and the expected benefit changes greatly
Sub change) (2) / (1)
Committed investment projects
Shandong Eternal Asia Supply Chain Management Ltd(002183) supply chain industrial park project no 1021549 Shenzhen Quanxinhao Co.Ltd(000007) 16346978681136878292911368782929 15.87% ——-
Yibin supply chain integration center project no 5528361 Shenzhen Capstone Industrial Co.Ltd(000038) 76685992980992267298099226729 20.89% ——-
Eternal Asia Supply Chain Management Ltd(002183) port supply chain base project no 2506859 Shenzhen China Bicycle Company (Holdings) Limited(000017) 5789988604652691946526919 0.26% ——-
Digital transformation project no 174929 Ping An Bank Co.Ltd(000001) 226665198090630141549063014154 73.88% ——-
Supplementary working capital no 800000 Shenzhen Quanxinhao Co.Ltd(000007) 968963177579688990 Caissa Tosun Development Co.Ltd(000796) 88990000 100.00% ——-
Subtotal of committed investment projects
