Securities code: 301190 securities abbreviation: Shanshui technology Announcement No.: 2022-001 Jiujiang Shanshui Technology Co., Ltd
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, misleading statements or major omissions.
1、 Basic information of raised funds
With the approval of China Securities Regulatory Commission on Approving the registration of initial public offering of shares of Jiujiang Shanshui Technology Co., Ltd. (zjxk [2021] No. 3471), Jiujiang Shanshui Technology Co., Ltd. (hereinafter referred to as the “company”) issued 53660000.00 RMB common shares (A shares) at an initial public offering price of 27.85 yuan per share. The total amount of funds actually raised by Shanshui technology is 1494.431 million yuan. After deducting the issuance cost of 110.4587 million yuan (excluding tax), the net amount of funds raised is 1383.9723 million yuan. Zhongtianyun Certified Public Accountants (special general partnership) has verified the availability of funds for the company’s initial public offering on December 21, 2021, and issued the capital verification report (ZTY [2021] y Zi No. 90090). 2、 Signing of tripartite supervision agreement on 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 the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies, the Listing Rules of Shenzhen Stock Exchange on the gem In accordance with relevant laws and regulations such as the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange and the company’s measures for the administration of raised funds, the company has established a special account for raised funds and signed a tripartite supervision agreement for raised funds with the deposit bank of the special account for raised funds and the sponsor Central China Securities Co.Ltd(601375) . The relevant special accounts for raised funds are as follows:
No. of raised capital reserve in account no. of deposit bank (yuan)
1 China Merchants Bank Co.Ltd(600036) Jiujiang Branch 792900851710702 88364823.95
2 China Agricultural Bank Of China Limited(601288) Co., Ltd. 143471010401470 52726600.00 Si Pengze County sub branch
3. Peng7272899000000009968 1260330000.00 sub branch of Jiujiang Bank Co., Ltd
4 China China Construction Bank Corporation(601939) Pengze sub branch 36050164125000001653 0.00
Total 1401424.00
Note: the amount stored in the above raised funds account includes part of the outstanding issuance expenses.
3、 Main contents of the tripartite supervision agreement on raised funds
Jiujiang Shanshui Technology Co., Ltd. (hereinafter referred to as “party a”), China Merchants Bank Co.Ltd(600036) Jiujiang Branch, Agricultural Bank Of China Limited(601288) Pengze County sub branch, Jiujiang Bank Co., Ltd. Pengze sub branch There is no significant difference between the tripartite supervision agreement signed by China China Construction Bank Corporation(601939) Pengze sub branch (hereinafter referred to as “Party B”) and the sponsor Central China Securities Co.Ltd(601375) (hereinafter referred to as “Party C”) and the model tripartite supervision agreement of Shenzhen Stock Exchange. The main contents are as follows:
1. Party A has opened a special account for raised funds (hereinafter referred to as “special account”) with Party B, which is only used for the storage and use of Party A’s raised / over raised funds and shall not be used for other purposes.
2. 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. 3. As the sponsor of Party A, Party C shall appoint a sponsor representative or other staff to supervise the use of Party A’s raised funds in accordance with relevant regulations. Party C shall perform its supervision duties in accordance with the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange (revised in 2020) and the raised funds management system 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 at least once every six months.
4. Party A authorizes Party C’s designated sponsor representatives Wang Xianfu and Zhao Yimeng 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 Party B about the special account of Party A, he shall issue his own legal identity certificate; Other staff designated by Party C shall issue their own legal identity certificate and unit introduction letter when inquiring about the special account of Party A from Party B.
Party C has the right to change the designated sponsor representative in accordance with relevant regulations. If Party C changes the designated sponsor representative or other staff, it shall notify Party B in writing of the supporting documents stamped with Party C’s official seal, and notify Party A and Party B in writing of the contact information of the changed sponsor representative in accordance with the requirements of Article 13 of this agreement. All relevant authorizations of the replaced sponsor representative or other staff shall automatically become invalid. The replacement of the sponsor representative shall not affect the effectiveness of this agreement.
5. Party B shall issue a statement of account to party a monthly (before the 5th day of each month) and send a copy to Party C. Party B shall ensure that the statement is true, accurate and complete.
6. 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 A shall timely notify Party C in writing; Party B shall promptly notify Party C by fax or e-mail, and provide the expenditure list of the special account.
7. If Party B fails to issue a statement of account to Party C in time for three consecutive times, or fails to notify Party C of the large withdrawal of the special account, or fails to cooperate with Party C in investigating the special account, Party A or Party C has the right to require Party A to unilaterally terminate this agreement and cancel the special account for raised funds, but Party A shall timely sign a new agreement with relevant parties and make an announcement.
8. If Party C finds that Party A’s withdrawal from the special account violates the provisions of this agreement or the relevant provisions of the CSRC and the stock exchange, Party C has the right to require Party A to make an announcement to clarify the facts; If Party A fails to correct after Party C’s reminder, Party C has the right to report to the regulatory authority.
9. If either party fails to perform or fully perform its respective responsibilities and obligations in this agreement, it shall constitute a breach of contract and shall be liable for liquidated damages to the other parties.
10. Any dispute, difference or claim arising from or in connection with this Agreement shall be settled by Party A, Party B and Party C through friendly negotiation on the principle of equality and mutual benefit; If no agreement can be reached through negotiation, it shall be submitted to Shanghai Arbitration Commission for arbitration in accordance with the arbitration procedures and rules in force at that time. The arbitration award is final and legally binding on all parties.
11. This Agreement shall take effect from the date when the legal representatives or authorized representatives of Party A, Party B and Party C 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 supervision period of Party C ends.
12. This agreement is made in sextuplicate, with Party A, Party B and Party C holding one copy respectively, reporting one copy to Shenzhen Stock Exchange and Jiangxi regulatory bureau of China Securities Regulatory Commission, and the rest to Party A for standby. 4、 Documents for future reference
The tripartite supervision agreement on raised funds signed by the company with the opening bank of each special account for raised funds and Central China Securities Co.Ltd(601375) .
It is hereby announced.
Board of directors of Jiujiang Shanshui Technology Co., Ltd. January 10, 2022
