Securities code: Sichuan Kelun Pharmaceutical Co.Ltd(002422) securities abbreviation: Sichuan Kelun Pharmaceutical Co.Ltd(002422) Announcement No.: 2022045
Sichuan Kelun Pharmaceutical Co.Ltd(002422)
Announcement on signing the tripartite supervision agreement for raised funds
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records and errors
Leading statements or material omissions.
1、 Basic information of raised funds
Approved by the reply on approving Sichuan Kelun Pharmaceutical Co.Ltd(002422) public issuance of convertible corporate bonds (zjxk [2022] No. 255) of China Securities Regulatory Commission, the company publicly issued 30 million convertible corporate bonds on March 18, 2022, with an issue price of 100 yuan each and a total raised capital of 300 million yuan, After deducting the underwriting recommendation fee and other issuance expenses of RMB 1994.6 million (excluding tax), the net amount of funds raised is RMB 29800544 million. The above raised funds have been verified by KPMG Huazhen Certified Public Accountants (special general partnership) and issued the “KPMG Huazhen Yan Zi No. 2200707” verification report of raised funds.
2、 Signing of tripartite supervision agreement for raised funds and opening of special account for raised funds
In order to standardize the management of the company’s raised funds and protect the rights and interests of investors, in accordance with relevant laws 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 (revised in 2022), the stock listing rules of Shenzhen Stock Exchange (revised in 2022), 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, etc The regulations on the management of raised funds of the company and the requirements of the seventh meeting of the board of directors and the supervisory institution of the company have been deliberated and approved by the seventh meeting of the board of directors. As of April 7, 2022, the opening and deposit of the company’s special account for raised funds are as follows:
Sequential fund raising account
No. account name bank account No. account balance of deposit bank (10000) purpose of raised funds
(yuan)
Sichuan Sichuan Kelun Pharmaceutical Co.Ltd(002422) shares Industrial Bank Co.Ltd(601166) Co., Ltd. 43135010002 innovative preparation production line and supporting construction project, Chengdu renbei sub branch 348340977 liquid and small water injection industrial structure upgrading construction project of Dadu 1 Co., Ltd., and industrialization construction project of NDDs and antitumor preparations
2 Sichuan Sichuan Kelun Pharmaceutical Co.Ltd(002422) shares China Merchants Bank Co.Ltd(600036) Co., Ltd. 02890013021090350012.00 innovative preparation production line and supporting construction project Co., Ltd. Chengdu Branch Business Department
3 Sichuan Sichuan Kelun Pharmaceutical Co.Ltd(002422) shares China China Minsheng Banking Corp.Ltd(600016) shares 63468468150000.00 innovative preparation production line and supporting construction project Co., Ltd. Chengdu Construction Road Branch
that ‘s ok
4 Sichuan Sichuan Kelun Pharmaceutical Co.Ltd(002422) shares China Citic Bank Corporation Limited(601998) Co., Ltd. 811100101250081735593.00 digital construction project
Chengdu Yingbin Avenue sub branch 549 Co., Ltd
Note: the difference between the amount stored in the special account for raised funds and the net amount of raised funds is that the raised funds involved in the “supplementary working capital project” have been transferred and the amount stored in the special account for raised funds includes some issuance expenses that have not been transferred, interest income and handling fee expenses.
3、 Main contents of the tripartite supervision agreement on raised funds
The company and the sponsor ( Changjiang Securities Company Limited(000783) underwriting sponsor Co., Ltd.) signed the tripartite supervision agreement on raised funds with Chengdu Branch of China Citic Bank Corporation Limited(601998) Co., Ltd., China Minsheng Banking Corp.Ltd(600016) Chengdu Branch, Industrial Bank Co.Ltd(601166) Chengdu Branch, China Merchants Bank Co.Ltd(600036) Chengdu branch respectively. The main contents of the above four agreements are as follows:
Party A: Sichuan Kelun Pharmaceutical Co.Ltd(002422) ;
Party B: China Citic Bank Corporation Limited(601998) Chengdu Branch, China Minsheng Banking Corp.Ltd(600016) Chengdu Branch, Industrial Bank Co.Ltd(601166) Chengdu Branch, China Merchants Bank Co.Ltd(600036) Chengdu Branch;
Party C: Changjiang Securities Company Limited(000783) underwriting sponsor Co., Ltd;
1. Party A and Party B shall jointly abide by the bill law of the people’s Republic of China, the measures for payment and settlement, the measures for the administration of RMB bank settlement accounts and other laws, regulations and rules.
2. As the sponsor of Party A, Party C shall appoint a sponsor representative or other staff to supervise the use of the raised funds of Party A in accordance with relevant regulations. Party C shall perform its supervision duties in accordance with the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the management system for the use of raised funds formulated by Party A, and may exercise its supervision power by means of on-site investigation and written inquiry. Party A and Party B shall cooperate with Party C’s investigation and inquiry. Party C shall conduct on-site inspection on the storage and use of Party A’s raised funds every six months.
3. Party A authorizes Party C’s designated sponsor representatives Yang Guangyuan and Li Zhong to inquire and copy the information of Party A’s special account at any time; Party B shall timely, accurately and completely provide it with the required information about the special account.
When the sponsor representative inquires about the special account of Party A from Party B, he shall issue his own legal identity certificate; Other staff designated by Party C shall issue their own legal identity certificate and letter of introduction when inquiring about the special account of Party A from Party B.
4. Party B shall issue a statement of account to party a monthly (before the 10th day of each month) and send a copy to Party C. Party B shall ensure that the statement is true, accurate and complete.
5. If Party A withdraws more than 50 million yuan or 20% of the net raised funds from the special account at one time or within 12 months, Party B shall timely notify Party C by fax and provide the expenditure list of the special account.
6. Party C has the right to change the designated sponsor representative in accordance with relevant regulations. If Party C changes the recommendation representative, it shall notify Party B of relevant supporting documents in writing, and notify the contact information of the changed recommendation representative in writing according to the requirements of the agreement. The replacement of the sponsor representative shall not affect the effectiveness of this agreement.
7. If Party B fails to issue a statement of account to Party C in time for three consecutive times or notify Party C of the large withdrawal of the special account, and fails to cooperate with Party C in investigating the special account, Party A or Party C may require Party A to unilaterally terminate this Agreement and cancel the special account for raised funds.
8. This Agreement shall take effect from the date when the legal representatives / principals of Party A, Party B and Party C or their authorized representatives sign and affix the official seals of their respective units, and shall become invalid from the date when all the funds in the special account are spent and the account is cancelled according to law. Party C’s obligations shall be relieved until the end of the continuous supervision period, i.e. December 31, 2023.
4、 Documents for future reference
1. The tripartite supervision agreement on raised funds signed by the company, the deposit bank of raised funds and the recommendation institution. It is hereby announced.
Sichuan Kelun Pharmaceutical Co.Ltd(002422) board of directors April 11, 2022
