About Xinxiang Richful Lube Additive Co.Ltd(300910)
Special verification report on the deposit and use of raised funds in 2021
Dongxing Securities Corporation Limited(601198) (hereinafter referred to as " Dongxing Securities Corporation Limited(601198) " or "sponsor") as a sponsor of Xinxiang Richful Lube Additive Co.Ltd(300910) (hereinafter referred to as " Xinxiang Richful Lube Additive Co.Ltd(300910) " or "company") for initial public offering of shares and listing on the gem of Shenzhen Stock Exchange, in accordance with the measures for the administration of securities issuance and listing sponsor business and the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of listed companies on the gem Relevant regulations such as the Listing Rules of Shenzhen Stock Exchange on the growth enterprise market have conducted special verification on the deposit and use of the company's raised funds in 2021. The details are as follows:
1、 Basic information of raised funds
(I) actual amount of raised funds and availability of funds
On September 28, 2020, the China Securities Regulatory Commission (hereinafter referred to as the "CSRC") issued the document zjxk [2020] No. 2396, agreeing to the registration application of the company's initial public offering of shares. The company's initial public offering of RMB common shares (A shares) was listed and traded on Shenzhen Stock Exchange on November 27, 2020. The company issued 37.5 million shares to the public for the first time, with a par value of 1.00 yuan per share and an issue price of 30.26 yuan per share. The total amount of funds raised was 113475 million yuan. After deducting the expenses related to this issuance of 929164 million yuan, the net amount of funds actually raised was 10418336 million yuan. The raised funds have been transferred to the designated account of the company. The availability of the above raised funds has been verified by Zhonghui Certified Public Accountants (special general partnership) (hereinafter referred to as "Zhonghui certified public accountants") and issued the capital verification report [2020] No. 6638.
(II) use amount and balance of raised funds
In 2020, the use of raised funds was 224623900 yuan, of which 146239 million yuan was directly invested in raised funds projects to supplement working capital of 21 million yuan. In 2021, the use of raised funds was 150854 million yuan, of which 150854 million yuan was directly invested in raised funds projects.
As of December 31, 2021, the balance of the raised funds (including the net amount of interest income deducting bank handling fees) was 8311372 million yuan.
2、 Deposit and management of raised funds
(I) management of raised funds
In order to standardize the management and use of raised funds, improve the efficiency and efficiency of fund use, and protect the interests of investors, the company, in accordance with the company law, the securities law, the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies In accordance with the provisions of relevant laws, regulations and normative documents such as the Listing Rules of Shenzhen Stock Exchange on the gem and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of listed companies on the gem, and in combination with the actual situation of the company, the management system for raised funds of Xinxiang Xinxiang Richful Lube Additive Co.Ltd(300910) Materials Co., Ltd. (hereinafter referred to as the "management system") is formulated. According to the fund raising management system of Zhengzhou Guangfa District branch and Xinhua Road branch, the parties have signed the fund raising and deposit management agreement for Xinfa District branch and Xinhua Road branch, respectively. There is no significant difference between the tripartite regulatory agreement and the model tripartite regulatory agreement of Shenzhen Stock Exchange, and there is no problem in the performance of the tripartite regulatory agreement.
(II) special account storage of raised funds
As of December 31, 2021, the balance of the company's unused raised funds was 83113716770 yuan, including 28113716770 yuan stored in four special accounts for raised funds and 550000000000 yuan purchased time deposit products.
1. The storage of raised funds in the special account is as follows:
Unit: Yuan
Account opening bank account No. account category storage balance of account holder
Xinxiang Xinxiang Richful Lube Additive Co.Ltd(300910) Guangfa Bank Co., Ltd. 955088024574100993 raised funds 34039402910 special account of sixinxiang Development Zone sub branch of Material Co., Ltd
Xinxiang Xinxiang Richful Lube Additive Co.Ltd(300910) China Citic Bank Corporation Limited(601998) Co., Ltd. 8111101012101245093 raised funds 1 Shenzhen Sinexcel Electric Co.Ltd(300693) 1987 special account of Sixiang Fenghua Street sub branch of Material Co., Ltd
Funds raised by Xinxiang Xinxiang Richful Lube Additive Co.Ltd(300910) China Merchants Bank Co.Ltd(600036) Co., Ltd
Materials Co., Ltd. Zhengzhou Branch Agricultural Road branch 371903109210301 special account 2620121452
Cangzhou Runfu Guangfa Bank Co., Ltd. 95508802342400196 raised funds 33447260421 special account of sixinxiang Development Zone sub branch of Co., Ltd
Total 83113716770
2. As of December 31, 2021, the company used the temporarily idle raised funds to handle the balance of fixed deposit of RMB 430000000000 in Xinxiang Development Zone sub branch of Guangdong Development Bank Co., Ltd. and the balance of bank structured deposit of RMB 2000000000 in nongnong Nong road sub branch of Zhengzhou branch of China Citic Bank Corporation Limited(601998) Co., Ltd.
3、 Use of raised funds in 2021
(I) use of funds for investment projects with raised funds
See Appendix 1 of this report for the comparison table of the use of raised funds in 2021.
(II) changes in the implementation location and mode of raised investment projects
As of December 31, 2021, there is no change in the implementation location and implementation mode of the company's investment projects with raised funds.
(III) advance investment and replacement of investment projects with raised funds
On December 8, 2020, the 10th meeting of the second board of directors and the 5th meeting of the second board of supervisors deliberated and approved the proposal on using the raised funds to replace the self raised funds and paid issuance expenses of the raised investment projects invested in advance, and agreed that the company would use the raised funds to replace the self raised funds of the raised investment projects invested in advance, totaling RMB 111427 million. On December 4, 2020, Zhonghui Certified Public Accountants (special general partnership) verified the pre investment of self raised funds in the company's raised investment projects, and issued the verification report on Xinxiang Richful Lube Additive Co.Ltd(300910) pre investment of raised investment projects with self raised funds (Zhonghui kuaijin [2020] No. 6747).
As of December 31, 2021, the company has used the raised funds to replace the self raised funds of 111427 million yuan invested in the raised projects in advance.
(IV) situation and effect of temporarily replenishing working capital with idle raised funds
As of December 31, 2021, the company did not temporarily supplement working capital with idle raised funds. (V) use of surplus raised funds
As of December 31, 2021, the company has no surplus raised funds for other raised funds investment projects or non raised funds investment projects.
(VI) use of over raised funds
According to the reply on the registration of Xinxiang Richful Lube Additive Co.Ltd(300910) initial public offering (zjxk [2020] No. 2396) issued by China Securities Regulatory Commission, the company publicly issued 37.5 million A-Shares to the public, with a par value of 1.00 yuan per share and an issue price of 30.26 yuan per share, raising a total of 113475 million yuan. After deducting the issuance expenses, the net amount of funds raised by the company this time was 10418337 million yuan, The total amount of over raised funds is 701833700 yuan.
On December 8, 2020, the 10th meeting of the second board of directors and the 5th meeting of the second board of supervisors deliberated and adopted the proposal on using some over raised funds to build lubricating oil additive scientific research center and the technical transformation project of 15200 tons of lubricating oil additive series products per year, The company agreed to use the over raised funds of 130 million yuan to build the "lubricating oil additive scientific research center project" and 35 million yuan to build the "technical transformation project of 15200 tons of lubricating oil additive series products per year". The proposal on using part of the over raised funds to permanently supplement the working capital was reviewed and approved, and the company was agreed to use the over raised funds of 210 million yuan to permanently supplement the working capital.
(VII) purpose and destination of unused raised funds
According to the company's management system for raised funds, the company implements special account management for the raised funds and uses them according to the investment plan of the raised funds. In order to improve the use efficiency of funds and increase the return of shareholders, the company plans to use the temporarily idle raised funds for cash management on the premise of ensuring that the construction needs of the investment projects with raised funds and the normal operation of the company are not affected, and on the premise of effectively controlling risks. On December 8, 2020, the company held the tenth meeting of the second board of directors and the fifth meeting of the second board of supervisors. On December 25, 2020, the company held the third extraordinary general meeting of shareholders in 2020, which deliberated and adopted the proposal on cash management with some temporarily idle raised funds. Both the independent directors and the recommendation institution of the company expressed clear consent, It is agreed that on the premise of ensuring the funds required by the company's projects invested by raising funds and ensuring the safety of the raised funds and the company's normal production and operation activities, the company can use the temporarily idle raised funds with an amount not exceeding RMB 80 million for cash management, which is effective within 12 months from the date of deliberation and approval by the general meeting of shareholders of the company. The funds within the above limit can be recycled and used within the validity period of the investment. The temporarily idle raised funds will be returned to the special account for raised funds in time after the expiration of cash management. On October 22, 2021, the company held the third meeting of the third board of directors and the third meeting of the third board of supervisors. On November 10, 2021, the company held the second extraordinary general meeting of shareholders in 2021, deliberated and adopted the proposal on cash management with some temporarily idle raised funds. Both the independent directors and the recommendation institution of the company expressed clear consent, It is agreed that on the premise of ensuring the funds required by the company's projects invested by raising funds, ensuring the safety of the raised funds and ensuring that the company's daily operation will not be affected, the company can use the temporarily idle raised funds with an amount of no more than RMB 80 million for cash management, which is effective within 12 months from the date of approval by the general meeting of shareholders of the company. The funds within the above limit can be recycled and used within the validity period of the investment. The temporarily idle raised funds will be returned to the special account for raised funds in time after the expiration of cash management.
As of December 31, 2021, the company has temporarily used the idle raised funds to handle the balance of fixed deposit of RMB 43000000000 in Xinxiang Development Zone sub branch of Guangdong Development Bank Co., Ltd., the balance of bank structured deposit of RMB 10000000000 in China Citic Bank Corporation Limited(601998) Xinxiang Fenghua Street sub branch and the balance of Bank structured deposit of RMB 2000000000 in China Merchants Bank Co.Ltd(600036) Zhengzhou branch Nongye road sub branch. The remaining funds shall be deposited in the special account for raised funds.
(VIII) other information about the use of raised funds
In 2021, there was no other use of raised funds in the company.
4、 Change the use of funds for investment projects with raised funds
There is no change in the use of funds for investment projects with raised funds.
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、 Risks needing attention in the use of raised funds
As of December 31, 2021, the project invested by the raised funds - the project with an annual output of 60000 tons of lubricating oil additive single agent products and 12800 tons of compound agent products has used the raised funds of 166536 million yuan, and the investment progress is 4.90%. The expected completion date of the project is December 31, 2022, which is close to the expected completion date of the project. Therefore, the project invested by the raised funds has the risk of failing to complete the project construction on schedule.
7、 Verification procedures and opinions of the recommendation institution
The recommendation institution checked the bank statement of the company's raised funds and randomly checked the original vouchers for the use of large raised funds; We consulted the relevant reports of intermediaries, relevant announcements and supporting documents on the use of raised funds, and interviewed relevant personnel.
After verification, the deposit and use of the company's raised funds in 2021 comply with the provisions of the CSRC and Shenzhen Stock Exchange on the management of raised funds, such as the measures for the administration of securities issuance and listing recommendation business, the rules for the listing of shares on the gem of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem, etc, The company has made special account storage and special use of the raised funds, and there is no disguised change in the purpose of the raised funds and damage to the interests of shareholders, and no violation of relevant laws and regulations is found in the use of the raised funds.
Comparison table of use of raised funds
Year 2021
Prepared by: Xinxiang Richful Lube Additive Co.Ltd(300910)
