Securities code: Jinfa Labi Maternity & Baby Articles Co.Ltd(002762) securities abbreviation: Jinfa Labi Maternity & Baby Articles Co.Ltd(002762) Announcement No.: 2022014
Jinfa Labi Maternity & Baby Articles Co.Ltd(002762)
Announcement on the special report on the deposit and use of raised funds in 2021
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.
According to the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the relevant format guidelines, the company explains the deposit and actual use of the raised funds in 2021 as follows: I. Basic information of the raised funds
With the approval of "zjxk [2015] No. 965" document of China Securities Regulatory Commission, Jinfa Labi Maternity & Baby Articles Co.Ltd(002762) issued 17 million RMB ordinary shares (A shares) to the public for the first time, with a par value of 1.00 yuan per share and an issue price of 26.00 yuan per share, and the total amount of funds raised was 44200000000 yuan. After deducting the issuance fee of RMB 4549000000, the net amount of raised funds is RMB 39651000000. All the raised funds have been received on June 5, 2015, and have been verified by Guangdong Zhengzhong Zhujiang Certified Public Accountants (special general partnership) and issued the capital verification report (ghyz [2015] No. g14001510209).
On December 10, 2011, the company held the third extraordinary general meeting of shareholders in 2011 to consider and approve the proposal on the proposed investment project of the funds raised by public offering. On April 7, 2014, the company held the 2014 Jinfa Labi Maternity & Baby Articles Co.Ltd(002762) first extraordinary general meeting of shareholders, deliberated and approved the proposal on Amending the proposal on the company's application for initial public offering and listing. The funds raised from this IPO will be used preferentially for the construction of "marketing network construction project" and "information construction project". Before the raised funds are in place, the company will first invest with self raised funds according to the actual situation of the project, and replace them after the raised funds are in place. If the funds raised by IPO cannot meet the needs of "marketing network construction project" and "information construction project", the company will make up through its own funds or other ways; If there is surplus after the funds raised from the issuance of new shares meet the above needs, the remaining funds will be used to supplement working capital first, and the upper limit of supplementary working capital shall not exceed 150 million yuan.
As of December 31, 2021, the use and balance of the company's raised funds are as follows:
Project amount
Received amount of raised funds (underwriting fee and recommendation fee deducted) 40477000000
Less: attorney fees, audit fees, statutory information disclosure and other issuance expenses 82 Shanghai Pudong Development Bank Co.Ltd(600000) 0
Net amount of actually raised funds 39651000000
Less: accumulated used raised funds 2 Zhejiang Chenfeng Science And Technology Co.Ltd(603685) 9436
Less: permanent supplementary working capital 16148239180
Plus: net amount of interest income of raised funds minus handling charges 2534098616
The balance of unused raised funds is 0.00
The company held the 25th meeting of the third board of directors and the 20th meeting of the third board of supervisors on July 19, 2019, and the first extraordinary general meeting of shareholders in 2019 on August 5, 2019. The proposal on closing some investment projects with raised funds and permanently replenishing the remaining raised funds with working capital was reviewed and approved. In view of the completion of the construction of marketing network construction project, in order to improve the use efficiency of raised funds, In accordance with the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and the guidelines for the standardized operation of companies listed on the SME Board of Shenzhen Stock Exchange (revised in 2015), the company will close the project and permanently supplement the remaining raised funds with working capital (subject to the amount on the transfer date) for the company's production and operation activities to improve the efficiency of fund use. On May 20, 2020, the company held the 2019 annual general meeting of shareholders and approved the proposal on permanently replenishing working capital with part of the raised funds of the marketing network construction project and explaining the implementation of the project. The company plans to suspend the decoration and upgrading of one flagship store and one comprehensive experience store in the "marketing network construction project", and use all the decoration balance to permanently replenish working capital. From October 8, 2019 to June 23, 2020, the company transferred a total of 15586283187 yuan of raised funds to the basic account. So far, the permanent replenishment of working capital of marketing network construction project funds has been completed.
The 2020 annual general meeting of shareholders of the company held on May 20, 2021 deliberated and approved the proposal on permanent replenishment of working capital with funds raised from information construction project closure and balance projects. Due to the smooth progress of the information construction project in the promotion process, the later verification and improvement time is shorter than the original expected time, and meets the closing standard, the information construction project is closed and the remaining raised funds will be permanently supplemented with working capital. On June 9, 2021, the company transferred the raised fund with the balance of 561955993 yuan to the basic account. So far, the permanent replenishment of working capital by the fund of information construction project has been completed.
As of December 31, 2021, all the raised capital accounts of the company have been closed.
2、 Deposit and management of raised funds
In order to standardize the management and use of raised funds and protect the interests of investors, the company has formulated the management system of raised funds and adopted a special account for the storage of raised funds in accordance with the provisions and requirements of the company law, the securities law, the Listing Rules of Shenzhen Stock Exchange and other relevant laws and regulations and in combination with the actual situation of the company.
The company has opened three special users for raising funds through public offering, namely: Bank Of China Limited(601988) Shantou Fupu sub branch's special account with an account number of 713365488244, Bank Of China Limited(601988) Shantou Fupu sub branch's special account with an account number of 695165487483, and Bank of communications Shantou Tong'an branch's special account with an account number of 445899999101 Zhongyan Technology Co.Ltd(003001) 553.
The company has signed the tripartite supervision agreement on raised funds with the sponsors Gf Securities Co.Ltd(000776) , Bank Of China Limited(601988) Shantou Fupu sub branch and Bank Of Communications Co.Ltd(601328) Shantou Tong'an sub branch on July 7, 2015. There is no significant difference between the tripartite supervision agreement and the model tripartite supervision agreement provided in the detailed rules for the administration of raised funds of listed companies on the SME Board of Shenzhen Stock Exchange, and there is no problem in the performance of the tripartite supervision agreement. The three special accounts are respectively used for the storage and use of funds raised by marketing network construction projects, information system construction projects and supplementary working capital projects, and shall not be used for other purposes.
The company held the 22nd Meeting of the second board of directors on August 24, 2016, the 11th meeting of the third board of directors on August 28, 2017 and the 19th meeting of the third board of directors on July 12, 2018, respectively, deliberated and adopted the proposal on using idle self owned funds and idle raised funds to purchase financial products, the proposal on using idle self owned funds and raised funds to purchase financial products The proposal on using temporarily idle self owned funds and raised funds for cash management, in order to improve the use efficiency of idle raised funds and make rational use of idle raised funds, on the premise of ensuring that the construction progress of raised investment projects will not be affected, idle raised funds of no more than 150 million yuan will be used to purchase fixed income products such as short-term bank principal guaranteed financial management within one year from the date when the above proposal is adopted by the board of directors, Within the above limit, the funds for purchasing principal guaranteed financial products can be used on a rolling basis. During the term of validity, the company will purchase bank principal guaranteed financial products according to the capital investment plan. The investment period of a single bank principal guaranteed financial product shall not exceed 12 months. The investment varieties are principal guaranteed and short-term (no more than 12 months) bank financial products. The short-term bank property products have principal guaranteed agreements, It does not involve stocks and their derivatives, securities investment funds, entrusted wealth management products for securities investment and other securities related investment behaviors specified in the guidelines for the standardized operation of small and medium board listed companies of Shenzhen Stock Exchange (revised in 2015).
As of December 31, 2021, all the raised funds of the company have been closed after being used in the special bank account. The details are as follows:
Deposit bank account nature bank account number amount
Bank Of China Limited(601988) Shantou Fupu sub branch special user of raised funds 713365488244 has been cancelled
Bank Of China Limited(601988) Shantou Yipu sub branch fund raising special user 695165487483 has been cancelled
Bank Of Communications Co.Ltd(601328) Shantou Tong'an sub branch fund raising user 44589999010 Zhongyan Technology Co.Ltd(003001) 553 has been cancelled
total
Since the raised funds in the special account for replenishing working capital have been used up according to the specified purpose, and the fund balance of the company in the special account is 0.00 yuan, the company handled the cancellation of the special account for raising funds (Account No.: 695165487483) in Bank Of China Limited(601988) Shantou Fupu sub branch on September 26, 2016; At the same time, the tripartite supervision agreement on raised funds originally signed by the company with Bank Of China Limited(601988) Shantou Fupu sub branch and the sponsor Gf Securities Co.Ltd(000776) has also been terminated accordingly.
Since the marketing network construction project has been used up according to the specified purpose, and the company's funds in the special account have been permanently supplemented with working capital, with a balance of 0.00 yuan, the company handled the cancellation procedures of the special account for raised funds (Account No.: 713365488244) in Bank Of China Limited(601988) Shantou Fupu sub branch on June 23, 2020; At the same time, the tripartite supervision agreement on raised funds originally signed by the company with Bank Of China Limited(601988) Shantou Fupu sub branch and the sponsor Gf Securities Co.Ltd(000776) has also been terminated accordingly.
Since the information construction project has been used up according to the specified purpose, and the company's funds in the special account have been permanently supplemented with working capital, with a balance of 0.00 yuan, the company handled the cancellation procedures of the special account for raised funds (Account No.: 44589999010 Zhongyan Technology Co.Ltd(003001) 553) in Bank Of Communications Co.Ltd(601328) Shantou Tong'an sub branch on June 9, 2021; At the same time, the tripartite supervision agreement on raised funds originally signed by the company with Bank Of Communications Co.Ltd(601328) Shantou Tong'an sub branch and the sponsor Gf Securities Co.Ltd(000776) has also been terminated accordingly.
So far, all three special users of the company's raised funds have been cancelled. 3、 Actual use of raised funds in the current period
Comparison table of fund use of fund-raising projects
As of December 31, 2021
Unit: RMB 10000
The total amount of raised funds is 3965100, and the total amount of raised funds invested in this year is 148.60
Raised funds with changed purposes during the reporting period
Total funds
The accumulated raised funds with changed purposes have been invested in the total amount of raised funds of 2 Fujian Longma Environmental Sanitation Equipment Co.Ltd(603686)
Accumulated raised funds with changed purposes
Proportion of total amount
Commitment refers to whether the project investment is feasible or not. The project has changed and the raised funds are invested after adjustment. By the end of the period, the investment is expected to be invested by the end of the period. The achievement of the current year is the cumulative investment of the total amount of investment in excess of the change commitment The degree can be used to realize the effectiveness of the received or not issued fund-raising project (including the total amount (1), amount (2) (3) = (2) / (1) the benefit of the state day, the pre generated heavy money investment part of the period and the major change of direction)
