Ping An Securities Co., Ltd
About Shanying International Holdings Co.Ltd(600567)
Summary report on continuous supervision and recommendation of public issuance of convertible corporate bonds
Shanying International Holdings Co.Ltd(600567) Shanying International Holdings Co.Ltd(600567) (hereinafter referred to as ” Shanying International Holdings Co.Ltd(600567) company” or “listed company”) held the 21st Meeting of the seventh board of directors and the 2018 annual general meeting of shareholders respectively on April 19, 2019 and passed the relevant proposals on the public issuance of convertible corporate bonds by the company. In order to meet the needs of the company’s public issuance of convertible corporate bonds in 2019, the company hired Ping An Securities Co., Ltd. (hereinafter referred to as “Ping An Securities” or “recommendation agency”) as the recommendation agency for the public issuance of convertible corporate bonds in 2019, and signed the recommendation agreement between Shanying International Holdings Co.Ltd(600567) and Ping An Securities Co., Ltd. on Shanying International Holdings Co.Ltd(600567) public issuance of convertible corporate bonds with Ping An Securities.
Ping An Securities, as the sponsor of the public issuance of convertible corporate bonds in Shanying International Holdings Co.Ltd(600567) 2019 and the sponsor performing the obligation of continuous supervision during the use period of the funds raised by the public issuance of convertible corporate bonds in 2018, This summary report on continuous supervision and recommendation is issued for the continuous supervision of Shanying International Holdings Co.Ltd(600567) public issuance of convertible corporate bonds in accordance with the provisions of relevant laws and regulations such as the measures for the administration of securities issuance and listing recommendation business, the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 11 – continuous supervision, and the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 – standardized operation.
1、 Commitment of recommendation institution and recommendation representative
1. There are no false records, misleading statements or major omissions in the contents of the recommendation summary report, supporting documents and relevant materials, and the recommendation institution and the recommendation representative shall bear legal responsibility for its authenticity, accuracy and completeness.
2. The institution and I voluntarily accept any inquiry and investigation conducted by China Securities Regulatory Commission (hereinafter referred to as “CSRC”) and Shanghai Stock Exchange on matters related to the recommendation summary report.
3. This institution and myself voluntarily accept the regulatory measures taken by the CSRC in accordance with the relevant provisions of the measures for the administration of securities issuance and listing recommendation business.
2、 Basic information of the sponsor
Name of Sponsor: Ping An Securities Co., Ltd
Registered address: floor 22-25, block B, Ping An financial center, No. 5023, Yitian Road, Futian street, Futian District, Shenzhen
Main office address: floor 22-25, block B, Ping An financial center, No. 5023, Yitian Road, Futian street, Futian District, Shenzhen
Legal representative: he Zhijiang
Sponsor representatives: Zhu Xiangjian and Wang Ying
Contact: Zhu Xiangjian, Wang Ying
3、 Basic information of the issuer
Name of issuer Shanying International Holdings Co.Ltd(600567)
Securities code: Shanying International Holdings Co.Ltd(600567)
The registered capital is 4584584837 yuan
Registered address: No. 3, Qinjian Road, Ma’anshan City, Anhui Province
Main office address: Building 6, Binjiang international, No. 645, Anpu Road, Yangpu District, Shanghai
Legal representative: Wu Mingwu
Actual controllers Wu Mingwu and Xu Lifan
Contact: Yan Dalin
Tel: 02162376587
Type of securities issuance: public issuance of convertible corporate bonds; listing place of Securities: Shanghai Stock Exchange
4、 Overview of sponsor work
(I) due diligence recommendation stage
Ping An Securities conducts due diligence on the issuer in accordance with relevant laws and regulations, organizes various intermediaries to prepare application documents and issue recommendation documents; After submitting the application documents to the CSRC, actively cooperate with the examination of the CSRC, organize the issuer and various intermediaries to reply to the feedback of the CSRC and maintain communication; After being approved by the CSRC, the relevant documents on the requirements for recommending the listing of shares shall be submitted to the stock exchange in accordance with the requirements of the Listing Rules of the stock exchange, and reported to the CSRC for the record.
(II) continuous supervision stage
During the continuous supervision period, Ping An Securities continued to supervise the issuer to fulfill its obligations of standardized operation, keeping its commitments and information disclosure after the issuer issued shares and listed, including:
1. Through daily communication, regular return visit and on-site inspection, the company has carried out continuous supervision and formed work records.
2. Supervise Shanying International Holdings Co.Ltd(600567) and its directors, supervisors and senior managers to abide by various laws and regulations and earnestly fulfill their commitments. Pay attention to the implementation of Shanying International Holdings Co.Ltd(600567) various corporate governance systems, internal control systems and information disclosure systems, pay attention to Shanying International Holdings Co.Ltd(600567) improving relevant measures to prevent major shareholders and other related parties from illegally occupying the resources of the listed company and preventing senior executives from damaging the interests of the listed company by taking advantage of their positions, and supervise Shanying International Holdings Co.Ltd(600567) legal and compliant operation.
3. Supervise Shanying International Holdings Co.Ltd(600567) to deposit and manage the raised funds in accordance with the relevant laws and regulations of China Securities Regulatory Commission and Shanghai Stock Exchange, and continuously pay attention to the use of Shanying International Holdings Co.Ltd(600567) raised funds and the progress of raised investment projects, as well as the construction of the company’s raised funds management system.
4. Supervise Shanying International Holdings Co.Ltd(600567) to fulfill the obligation of information disclosure in strict accordance with the requirements of securities law, company law and other relevant laws and regulations. Reviewed the company’s periodic reports and other public information disclosure documents; If it has not been reviewed in advance, it has been reviewed in time after the relevant announcement of the company.
5. Regularly or irregularly inspect Shanying International Holdings Co.Ltd(600567) on site, interview relevant departments and personnel of the issuer, and timely submit special inspection report, on-site inspection report, annual continuous supervision report and other materials to China Securities Regulatory Commission and Shanghai Stock Exchange.
6. Continue to pay attention to the performance of relevant commitments of Shanying International Holdings Co.Ltd(600567) controlling shareholders.
5、 Major events and handling during the performance of recommendation duties
During the period when the recommendation institution performs its recommendation duties, the issuer has no major events that need to be handled by the recommendation institution.
6、 Description and evaluation of the issuer’s cooperation with the sponsor
After verification, the recommendation institution believes that:
In the due diligence recommendation stage, the issuer can timely provide the sponsor and other intermediaries with the documents, materials and relevant information required for this issuance. The issuer warrants to the recommendation institution that the documents, materials and information provided are true, accurate and complete, and there are no false records, misleading statements or major omissions; Actively cooperate with the recommendation institution in its due diligence.
In the continuous supervision stage, the issuer can timely notify the recommendation institution of important matters and communicate with the recommendation representative; Be able to cooperate with the on-site inspection and other supervision work of the recommendation institution and the recommendation representative, and provide necessary convenience for the continuous supervision work.
7、 Explanation and evaluation of securities service institutions’ participation in securities issuance and listing
After verification, the recommendation institution believes that the securities service institutions hired by the company can perform their corresponding duties diligently and dutifully.
In the due diligence recommendation stage, the securities service institutions hired by the company can issue professional opinions in accordance with the provisions of relevant laws, regulations and normative documents, and actively cooperate with the coordination and verification of the recommendation institutions.
In the continuous supervision stage, the securities service institutions employed by the company can actively cooperate with the company and the recommendation institutions to continuously supervise relevant work, express professional opinions and provide necessary support and convenience.
8、 Concluding comments on the review of the issuer’s information disclosure
After verification, the recommendation institution believes that the issuer’s information disclosure complies with the relevant provisions of the CSRC and Shanghai Stock Exchange.
9、 Concluding comments on the review of the use of the raised funds of the issuer
After checking the deposit and use of Shanying International Holdings Co.Ltd(600567) raised funds, the recommendation institution believes that Shanying International Holdings Co.Ltd(600567) has formulated the management system of raised funds in accordance with relevant laws and regulations, The management and use of the raised funds comply with the provisions of regulations and documents such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) and the guidelines for the self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 – standardized operation. There is no change in the purpose of the raised funds and damage to the interests of shareholders, and there is no illegal use of the raised funds.
As of December 31, 2021, the funds raised by Shanying International Holdings Co.Ltd(600567) public issuance of convertible corporate bonds have not been used up. According to 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 funds raised by listed companies (revised in 2022), the recommendation institution will continue to perform its continuous supervision duties on the management and use of Shanying International Holdings Co.Ltd(600567) raised funds, Until the raised funds are used up. 10、 Other matters required by the CSRC and the stock exchange
The company has no other matters that should be reported to the CSRC and the stock exchange.
(there is no text on this page, which is the signature page of the summary report of Ping An Securities Co., Ltd. on the continuous supervision and recommendation of Shanying International Holdings Co.Ltd(600567) public issuance of convertible corporate bonds)
Legal representative:
He Zhijiang
Sponsor representative:
Zhu Xiangjian, Wang Ying
Ping An Securities Co., Ltd
