Citic Securities Company Limited(600030)
About Welle Environmental Group Co.Ltd(300190)
2021 annual tracking report
Name of the sponsor: Citic Securities Company Limited(600030) abbreviation of the sponsor: Welle Environmental Group Co.Ltd(300190)
Name of sponsor representative: Yang Ling Tel.: 02120262231
Name of sponsor representative: Wang Qiaoqiao Tel: 02583261253
1、 Overview of sponsor work
Project work content
1. Review of the company’s information disclosure
(1) Whether the company’s information disclosure documents are reviewed in time
(2) 0 times of not reviewing the company’s information disclosure documents in time
2. Supervise the company’s establishment, improvement and effective implementation of rules and regulations (1) whether the company is supervised to establish and improve rules and regulations (including but not limited to the system to prevent related parties from occupying the company’s resources, fund-raising management system, internal control system, internal audit system and related transaction system)
(2) Whether the company effectively implements relevant rules and regulations is
3. Supervision of raised funds
(1) The sponsor inquired about the times of the company’s special account for raising funds, and the sponsor inquired about the changes of the company’s special account for raising funds every month
(2) Whether the progress of the company’s fund-raising project is consistent with the information disclosure document 4 Corporate governance supervision
(1) The number of times of attending the general meeting of shareholders of the company is 0
(2) Times of attending the board of directors of the company 0 times
(3) Times of attending the board of supervisors of the company as nonvoting delegates: 0
5. On site inspection
(1) Number of on-site inspections: 1
(2) Whether the on-site inspection report is submitted in accordance with the provisions of the exchange (3) the main problems found in the on-site inspection and the status of rectification 6 Special opinions issued
(1) 7 times of special opinions
(2) No opinions on the issues involved in issuing non consenting opinions and conclusions 7 Report the situation to the Institute (except for the on-site inspection report)
(1) 0 times reported to the exchange
(2) The main contents of the report are not applicable
(3) The progress or rectification of the reported items is not applicable
8. Pay attention to the performance of duties
(1) Are there any matters needing attention? No
(2) The main contents of the concerns are not applicable
(3) The progress or rectification of concerns is not applicable
9. Whether the records and custody of the working papers of the recommendation business are in compliance
10. Training for listed companies
(1) Training times: 1 time
(2) Training date: March 30, 2022
(3) The main contents of the training are in accordance with the Listing Rules of GEM stocks of Shenzhen Stock Exchange (revised in 2020) and the guidelines for sponsorship According to the requirements of regulations such as the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange (revised in 2020), the raised funds of listed companies
Management, corporate governance and norms were trained
11. No other work description required
2、 Problems found by the sponsor and measures taken
Problems and measures taken
1. Information disclosure is not applicable
2. The establishment and implementation of the company’s internal system are applicable
implement
3. The operation of the “three sessions” is applicable
4. Neither controlling shareholder nor actual controller is applicable
change
5. The deposit and use of raised funds are applicable
6. Connected transactions are not applicable
7. All external guarantees are applicable
8. The purchase and sale of assets are applicable
9. Important matters of other business categories are applicable
(including foreign investment, venture capital, entrusted financial management, financial assistance, hedging, etc.)
10. The issuer or the certificate employed by the issuer is applicable
Cooperation of securities service institutions with recommendation
11. Others (including business environment, none applicable)
Major changes in business development, financial status, management status, core technology, etc.) III. performance of commitments of the company and shareholders
Whether the non-performing commitment is a commitment, the commitment content of the commitment party, the reasons for the performance and the commitment solutions
Public development
When the bank can transfer to Changzhou Deze Industrial Investment Co., Ltd. to avoid horizontal competition is not applicable to bonds, Li Zhongyue made a commitment to be non-public
When issuing shares of Changzhou Deze Industrial Investment Co., Ltd. to avoid horizontal competition is not applicable, Li Zhongyue made a commitment
Signed with Hangzhou energy and Environmental Engineering Co., Ltd
Welle Environmental Group Co.Ltd(300190) approved labor contract and published in Hangzhou
The continuous term of employment in the environment shall not be less than five months
Since signing with Hangzhou energy and Environmental Engineering Co., Ltd
The labor contract approved by Welle Environmental Group Co.Ltd(300190) and
Hang Neng environment’s continuous term of office shall not be less than five years
A natural year; Leave the company after the expiration of the above-mentioned term of office
After taking office, he promises not to be in office within two natural years
Cai Changda and CAI Zhuoling are engaged in any activities in the mainland of the people’s Republic of China that are not applicable and exist or may exist in Welle Environmental Group Co.Ltd(300190) or Hangzhou energy environment
In a competitive business or engaged in such a competitive industry
Any position in an enterprise engaged in business.
In case of violation
The aforesaid commitment to continuing employment or non competition
In case of non-compliance, it shall be after the occurrence of relevant violations
Party B shall pay liquidated damages to Party A within ten days after the assets are heavy
The amount of cash paid during the formation is the total amount obtained in this transaction
Make a commitment of 20% of the cash consideration of the Department.
Cai Changda and CAI Zhuoling’s commitment to avoid horizontal competition is not applicable
Commitment on reducing and regulating related party transactions:
1. As a Welle Environmental Group Co.Ltd(300190) related party, Cai Chang
Da and CAI Zhuoling ensure the enterprises under their control
The United Party will try its best to reduce and avoid contact with Welle Environmental Group Co.Ltd(300190) and
Related party transactions of its holding company; For sure
Necessary and unavoidable related party transactions are
Cai Changda and CAI Zhuoling are not applicable according to the principles of fairness, fairness and compensation for equal value, and the transaction price is recognized as reasonable by the market
Determine the price and sign the agreement according to law, and
In strict accordance with relevant laws, regulations and normative
Implement the approval procedures for related party transactions in accordance with the provisions of the document
And information disclosure obligations to effectively protect Welle Environmental Group Co.Ltd(300190)
And the interests of its minority shareholders.
Whether the non-performing commitment is a commitment, the commitment content of the commitment party, the reasons for the performance and the commitment solutions
If the underlying shares are held on the date when they are registered in their names
If the equity of Hanfeng technology is less than 12 months, then
Chen Weizu; Chen Zhengchang; Dai Lihua; Huang Bao is three years from the date when the subject shares are registered in his name
Orchid; Huang Meiru; Lei Xueyun; Li Weimin; Within 16 months, Lin shall not transfer his non-public interest in this non-public offering
Health; Miao Zhihua; Sun Gang; Xu Yankai; The subject shares subscribed by Xue Wen in the development bank; If the subject matter is not
