Huatai United Securities Co., Ltd
About Beibu Gulf Port Co.Ltd(000582)
Special verification opinions on the deposit and use of raised funds in 2021
Huatai United Securities Co., Ltd. (hereinafter referred to as “Huatai United Securities” and “recommendation institution”) as the continuous supervision and recommendation institution of Beibu Gulf Port Co.Ltd(000582) (hereinafter referred to as ” Beibu Gulf Port Co.Ltd(000582) ” or “company”), in accordance with the measures for the administration of securities issuance and listing recommendation business and the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies According to the provisions of relevant laws and regulations such as the 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, Huatai United Securities has verified the deposit and use of raised funds in Beibu Gulf Port Co.Ltd(000582) 2021. The relevant verification conditions and verification opinions are as follows:
1、 Basic information of raised funds
(I) actual amount of raised funds and time of fund arrival
1. Funds raised from non-public offering of shares in 2015
With the approval of the reply on approving Beibu Gulf Port Co.Ltd(000582) non-public Development Bank shares (zjxk [2015] No. 598 document) issued by China Securities Regulatory Commission, the company issued 121896162 RMB ordinary shares (A shares) non publicly in 2015, with the issue price of 22.15 yuan per share and the total amount of raised funds of 26999998830 yuan. The original sponsor (lead underwriter) China Merchants Securities Co.Ltd(600999) deducted the underwriting fee for the issuance of raised funds After the recommendation fee of 303999986 yuan, the actual raised funds remitted to the company was 266959998844 yuan, which was remitted to the special account for raised funds (Account No.: 45001590042052503902) opened by the company in Huichun road sub branch of China Construction Bank Corporation(601939) Nanning, Guangxi on June 5, 2015. After deducting the recommendation fee of 200000000 yuan prepaid by the company before the raised funds were in place and other issuance expenses such as lawyer’s fees and audit fees of 168189616 yuan, The net amount of funds actually raised was 266591809228 yuan. The availability of the raised funds has been verified by Ruihua Certified Public Accountants (special general partnership) and issued the capital verification report (Ruihua Yan Zi [2015] No. 4503007).
2. In 2018, the company issued shares to purchase assets and raised matching funds
Approved by the reply of China Securities Regulatory Commission on approving Beibu Gulf Port Co.Ltd(000582) to issue shares to Guangxi Beibu Gulf International Port Group Co., Ltd. to purchase assets and raise supporting funds (zjxk [2017] No. 2306), the company implemented a non-public offering of 248051887 RMB common shares (A shares) in 2018, with an issue price of 6.64 yuan per share and a total raised capital of 164706452968 yuan, The original independent financial consultant (lead underwriter) China Merchants Securities Co.Ltd(600999) after deducting the underwriting fee of 1976477436 yuan for the issuance of raised funds, the actual raised funds remitted to the company was 162729975532 yuan, which was remitted to the company’s Huichun road sub branch in Nanning, Guangxi, China on November 28, 2018 (Account No.: 45051590042 Shenzhen Kaifa Technology Co.Ltd(000021) 1) The special account for raised funds opened by Guangxi Branch of China Development Bank (Account No.: 45101560049 Shanxi Securities Co.Ltd(002500) 000), after deducting 6 Wg Tech (Jiang Xi) Co.Ltd(603773) 58 yuan of financial consulting fees prepaid by the company before the raised funds are in place and 96891371 yuan of other issuance expenses such as lawyer fees and audit fees, the actual net amount of raised funds is 161972706803 yuan. The availability of the raised funds has been verified by Ruihua Certified Public Accountants (special general partnership) and issued the capital verification report (Ruihua Yan Zi [2018] No. 4504003).
3. Funds raised by public issuance of convertible corporate bonds in 2021
With the approval of the reply on approving Beibu Gulf Port Co.Ltd(000582) public issuance of convertible corporate bonds (zjxk [2021] No. 1185) issued by the China Securities Regulatory Commission, the company publicly issued 30000000 convertible corporate bonds for a period of 6 years, each with a face value of 100 yuan and a total issuance amount of 300 million yuan. The sponsor Huatai United Securities Co., Ltd. deducted the underwriting fee for the issuance of raised funds After the recommendation fee of 2412147100 yuan, the raised funds actually remitted to the company was 297587852900 yuan, which was remitted to the special fund-raising account opened by the company in Guangxi Zhuang Autonomous Region Branch of China Development Bank (Account No.: 451015 Anhui Construction Engineering Group Corporation Limited(600502) 28260000), China Construction Bank Corporation(601939) Nanning Huichun road sub branch (Account No.: 45051590042 Shenzhen Quanxinhao Co.Ltd(000007) 38) and Agricultural Bank Of China Limited(601288) Nanning Nanhu sub branch (Account No.: 2 Beijing Kingfore Hv & Energy Conservation Technology Co.Ltd(001210) 1040051817) on July 5, 2021, After deducting 250538842 yuan of recommendation fee, lawyer fee, credit rating fee and other issuance expenses prepaid by the company before the raised funds are in place, the actual net amount of raised funds is 297337314058 yuan. The availability of the raised funds has been verified by Grant Thornton Certified Public Accountants (special general partnership), and the capital verification report (Grant Thornton (2021) No. 450c000465) was issued on July 5, 2021.
(II) use of raised funds and ending balance
1. Funds raised from non-public offering of shares in 2015
As of December 31, 2021, the details of the use of funds raised by non-public offering of shares and the ending balance of the company in 2015 are as follows:
Project amount (yuan)
Net fund raised 2680919228
Less: used raised funds 266591809228
Including: 252217426332 yuan of funds raised in previous years
Use of raised funds in 202114374382896
Plus: interest income (deducting handling charges, etc.) 3036438344
Less: interest transfer out of account cancellation / closing account 919527302
Balance of raised funds account 2116911042
2. In 2018, the company issued shares to purchase assets and raised matching funds
As of December 31, 2021, the company issued shares to purchase assets and raised matching funds in 2018, and the details of the use and ending balance are as follows:
Project amount (yuan)
Net proceeds 161972706803
Less: used raised funds 151336221222
Including: 118256447167 yuan of funds raised in previous years
Use of raised funds in 202133079774055
Plus: interest income (deducting handling charges, etc.) 2903056863
Less: transfer out of deposit interest in account cancellation / closing account-
Balance of raised funds account 13539542444
3. Funds raised by public issuance of convertible corporate bonds in 2021
As of December 31, 2021, the details of the use of funds raised by the company’s public issuance of convertible corporate bonds in 2021 and the ending balance are as follows:
Project amount (yuan)
Net proceeds 297337314058
Less: used raised funds 232258172231
Including: use of funds raised in previous years-
Use of raised funds in 2021232258172231
Project amount (yuan)
Plus: interest income (deducting handling charges, etc.) 631115881
Less: transfer out of deposit interest in account cancellation / closing account-
Balance of raised funds account 65710257708
2、 Deposit and management of raised funds
(I) formulation and implementation of the administrative measures for the use of raised funds
In order to regulate the management and use of raised funds and protect the rights and interests of investors, the company, in accordance with the provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the stock listing rules of Shenzhen Stock Exchange, 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 and other documents, and in combination with the actual situation of the company, The administrative measures for the use of raised funds have been formulated.
On May 20, 2021, the management measures were revised and improved after being deliberated and approved by the 2020 general meeting of shareholders of the company. According to the provisions of the administrative measures for the use of raised funds, the company adopts a special account storage system for the raised funds and strictly performs the use approval procedures, so as to supervise the management and use of the raised funds and ensure that the special funds are used for special purposes.
(II) storage of raised funds in bank accounts
1. Funds raised from non-public offering of shares in 2015
As of December 31, 2021, the storage of funds raised by non-public offering in 2015 in each bank account is shown in the following table:
Unit: Yuan
Bank name account number storage balance storage method remarks
China China Construction Bank Corporation(601939) Guangxi 450015900420525039022116911042 current deposit-
Nanning Huichun road sub branch
China China Construction Bank Corporation(601939) Guangxi 45001655103050706215 – current deposit cancelled account Beihai Yunnan Road sub branch
Total – 2116911042 —
2. In 2018, the company issued shares to purchase assets and raised matching funds
As of December 31, 2021, the bank accounts of 2018 issued shares to purchase assets and raised matching funds are as follows:
Unit: Yuan
Bank name
