Citic Securities Company Limited(600030)
About Shanghai Hongying Intelligent Technology Co., Ltd
Verification opinions on using idle self owned funds for cash management
Citic Securities Company Limited(600030) (hereinafter referred to as " Citic Securities Company Limited(600030) " or "sponsor") as a sponsor of Shanghai Hongying Intelligent Technology Co., Ltd. (hereinafter referred to as "Hongying intelligent" or "company") for initial public offering, listing and continuous supervision, in accordance with the administrative measures for securities issuance and listing sponsor business, the stock listing rules of Shenzhen Stock Exchange In accordance with the requirements of the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant regulations, Hongying intelligent has carefully verified the use of idle self owned funds for cash management, and issued the following verification opinions:
1、 Summary of investment and financial management
(I) investment varieties and safety
In order to strictly control risks, the company plans to invest in products with controllable risks through commercial banks, securities companies, trust companies and other financial institutions, including financial products (bank financial management, trust plan, asset management plan, etc.), bonds (Treasury bonds, corporate bonds, corporate bonds, government bonds, etc.), monetary funds and other financial objects and financial methods approved according to the company's internal decision-making procedures, Moreover, the investment products shall not be pledged, the income distribution shall be in the form of cash distribution, and the non breakeven financial products with stocks, interest rates, exchange rates and their derivatives as the main investment targets issued by banks and other financial institutions shall not be invested.
(II) investment quota and term
The amount of idle self owned funds to be used by the company shall not exceed RMB 150 million (including this amount), and the service life shall be valid within 12 months from the date of deliberation and approval by the board of directors and the board of supervisors of the company. The above amount is within the validity period of the resolution, and the funds can be used on a rolling basis.
(III) investment decision and Implementation
During the period when the chairman of the board of directors and the board of supervisors are responsible for signing the contract and authorizing the company to purchase the amount of idle financial management products, but not limited to the scope of the company's own financial management institutions, the board of directors is responsible for signing the contract and authorizing the board of directors to choose the amount of idle financial management products and other relevant matters, including the scope of the company's professional financial management institutions to purchase the company's own financial management products, The specific investment activities shall be organized and implemented by the Finance Department of the company.
2、 Investment risk and risk control measures
(I) investment risk analysis
Although the company plans to invest in products with controllable risks through commercial banks, securities companies, trust companies and other financial institutions, including financial products (bank financial management, trust plans, asset management plans, etc.), bonds (national debt, corporate bonds, government bonds, etc.), monetary funds and other financial objects and financial methods approved according to the company's internal decision-making procedures, and the investment products shall not be pledged, The income is distributed in cash, and the non breakeven financial products with stocks, interest rates, exchange rates and their derivatives as the main investment targets issued by financial institutions such as investment banks are not guaranteed. They belong to low-risk investment varieties, but the financial market is greatly affected by the macro economy. The company will intervene appropriately according to the economic situation and changes in the financial market, but it does not rule out that the investment is affected by market fluctuations, And lead to the risk that the actual income can not be expected.
(II) risk control measures taken by the company for investment risks
1. The company uses idle self owned funds for investment and financial management, only allows transactions with financial institutions with legal business qualifications, and can only invest in products with controllable risks, including financial products (bank financial management, trust plan, asset management plan, etc.), bonds (national debt, corporate bonds, corporate bonds, government bonds, etc.), monetary funds, etc. and other financial objects approved according to the company's internal decision-making procedures, Transactions with informal institutions are prohibited. Trading must set up an investment product account in the name of the company, and it is not allowed to use the account of others to operate investment products. Investment products shall not be pledged. If a special settlement account for products is opened or cancelled, the company shall timely report to Shenzhen stock exchange for filing and announcement.
2. The company will timely analyze and track the investment direction of investment products and the progress of the project. If the assessment finds that there are risk factors that may affect the safety of funds, the company will timely take corresponding measures to control investment risks.
3. Independent directors and the board of supervisors have the right to supervise and inspect the use of funds, and can hire professional institutions to audit when necessary.
4. The company will timely perform the obligation of information disclosure in accordance with the relevant provisions of Shenzhen Stock Exchange.
3、 The impact of this investment and financial management on the company
The company plans to use idle self owned funds for investment and financial management this time, which will not affect the normal turnover needs of the company's daily funds, the safety and liquidity of funds, or the normal development of the company's main business. At the same time, timely investment and financial management of idle self owned funds can maximize the preservation and appreciation of funds, improve the overall performance of the company, and maximize the interests of the company and shareholders.
4、 Relevant audit procedures and opinions
1. Deliberations of the board of directors
The company held the 11th interim meeting of the first board of directors and the fifth interim meeting of the first board of supervisors on April 7, 2022, deliberated and adopted the proposal on cash management of Shanghai Hongying Intelligent Technology Co., Ltd. with idle self owned funds, and agreed to use idle self owned funds for cash management this time. This matter is within the decision-making authority of the board of directors and does not need to be submitted to the general meeting of shareholders for deliberation.
2. Opinions of the board of supervisors
The board of supervisors of the company believes that the company uses idle self owned funds of no more than RMB 150 million (including this amount) for investment and financial management. The decision-making procedures comply with relevant regulations and are also conducive to improving the deposit income of idle self owned funds, which will not affect the normal use of the company's funds, comply with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders. The company agrees to use idle self owned funds for cash management this time.
3. Opinions of independent directors
After verification, the independent directors believe that the relevant approval procedures for the company's use of idle self owned funds for cash management comply with the relevant provisions of laws and regulations and the articles of association. This time, the company uses idle self owned funds for cash management and will choose products with high safety and good liquidity for investment, which is conducive to improving the use efficiency of idle self owned funds and increasing capital income. It will not have an adverse impact on the company's business activities and is in line with the interests of the company and all shareholders. The company agrees to use idle self owned funds for cash management this time.
5、 Verification opinions of the recommendation institution
After verification, the sponsor believes that the matter that Hongying intelligent plans to use idle self owned funds with a cumulative total amount of no more than 150 million yuan (including this amount) for cash management has been deliberated and approved by the board of directors and the board of supervisors of the company. The independent directors recognize the above matters and express their clearly agreed independent opinions. The relevant procedures are legal and compliant and comply with the stock listing rules of Shenzhen Stock Exchange The guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant laws and regulations and the articles of association.
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(there is no text on this page, which is the signature page of Citic Securities Company Limited(600030) opinions on the verification of Shanghai Hongying Intelligent Technology Co., Ltd. using idle self owned funds for cash management) sponsor representative:
Zhao Liang, Yang Jie
Citic Securities Company Limited(600030) mm / DD / yyyy
