Guosen Securities Co.Ltd(002736)
2021 recommendation work report on continuous supervision of Aoshikang Technology Co.Ltd(002913) non-public offering of a shares
Name of Sponsor: Guosen Securities Co.Ltd(002736) abbreviation of Sponsor: Aoshikang Technology Co.Ltd(002913)
Name of sponsor representative: Zhang Yuanhang Tel.: 075581982408
Name of sponsor representative: Yu Yang Tel: 075581982408
1、 Overview of sponsor work
Project work content
1. Review of information disclosure of the company
(1) Whether the company's information disclosure documents are reviewed in time
(2) The number of times that the company's information disclosure documents are not reviewed in time is none
2. Supervise the company to establish, improve and effectively implement rules and regulations (1) whether to supervise the company to establish and improve rules and regulations (including but not limited to)
It is not limited to the system of preventing related parties from occupying the company's resources
Fund management system, internal control system, internal audit system and related party transaction system)
(2) Whether the company effectively implements relevant rules and regulations is
3. Supervision of raised funds
(1) Query the company's special account for raised funds twice
(2) Is the progress of the company's fund-raising project consistent with the information disclosure document
4. Corporate governance supervision
(1) 2 times of attending the general meeting of shareholders of the company as nonvoting delegates
(2) Times of attending the board of directors of the company as nonvoting delegates: 1
(3) Times of attending the board of supervisors of the company as nonvoting delegates: 1
5. Number of on-site inspections
(1) Number of on-site inspections: 1
(2) Whether the on-site inspection report is submitted in accordance with the provisions of the exchange yes
1. Investment progress of raised funds and project progress: limited by the space and geographical location of the original implementation place of the raised investment project, The company added "Zhaoqing Aoshikang Technology Co.Ltd(002913) science and Technology Industrial Park" as the implementation site of the "construction project of automobile electronic printed circuit board with an annual output of 800000 square meters". At the same time, affected by the external macro-economy, the company carefully and moderately adjusted the construction period of the raised investment project according to the changes of macro-economy, industrial policy, trade environment, customer demand, current industry development and the company's strategic considerations, It is prudent to use the raised funds. There is a certain difference between the actual investment and construction progress of the "construction project of precision printed circuit board with an annual output of 1.2 million square meters" and the planned progress. In view of the above matters, the company has (3) timely performed the relevant information disclosure according to the main problems and rectification found in the on-site inspection.
2. Mr. Wen Jinnong, the then supervisor, illegally reduced his holdings: on July 8, 2021, Mr. Wen Jinnong did not disclose the share reduction plan 15 trading days before the first sale in accordance with relevant regulations, Violated the relevant provisions of Several Provisions on the reduction of shares held by shareholders, directors, supervisors and senior executives of listed companies and the measures for the administration of information disclosure of listed companies. The Hunan regulatory bureau of China Securities Regulatory Commission has taken administrative regulatory measures to issue warning letters. In view of the above matters, the company will further strengthen the study of relevant laws and regulations by directors, supervisors and senior managers, urge relevant personnel to comply with the regulations, strengthen account management and avoid such things from happening again, Relevant information disclosure has been performed in time.
6. Independent opinions
(1) 8 times of expressing independent opinions
(2) Issues involved in issuing non consenting opinions and concluding comments none
7. Report the situation to the Institute (except for the on-site inspection report)
(1) No number of reports to the exchange
(2) The main contents of the report are none
(3) No progress or rectification of the reported items
8. Pay attention to the performance of duties
(1) Whether there are matters needing attention none
(2) Main contents of concerns none
(3) No progress or rectification of concerns
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: December 30, 2021
According to the company law, the securities law, the guidelines for the governance of listed companies, the measures for the administration of information disclosure of listed companies, the main contents of Shenzhen (3) training, the stock listing rules of Shenzhen Stock Exchange Relevant laws and regulations such as the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange introduce the company to the requirements on corporate governance, information disclosure, use of raised funds, share restriction and reduction.
11. Other sponsor work that needs to be explained none
2、 Problems found by the sponsor and measures taken
Problems and measures taken
1. Information disclosure none
2. Establishment and implementation of internal system of the company
3. "Three sessions" operation none
4. No change in controlling shareholder and actual controller
5. Deposit and use of raised funds none
6. Related party transactions none
7. External guarantee none
8. Acquisition and sale of assets none
9. Other business categories and important matters (including foreign investment and no risk)
Insurance investment, entrusted financial management, financial assistance, hedging, etc.)
10. The issuer or the intermediary agency hired by the issuer shall cooperate with the recommendation work
11. Others (including business environment, business development and financial statement)
No major changes in the situation, management status, core technology, etc
(status)
3、 Performance of shareholders and commitments of the company
Whether the commitment has not been fulfilled. Reasons and solutions for the company and shareholders to fulfill their commitments
1. The restrictions on the circulation of shares held by shareholders before the initial public offering and the commitment of voluntary locking are not applicable
2. The commitment of shareholding intention and reduction intention of shareholders holding more than 5% is not applicable
3. The commitment to stabilize the company's share price within three years after listing is not applicable
4. The commitment that there are no false records, misleading statements or major omissions in the prospectus is not applicable
5. Measures and commitments to cover diluted immediate returns are not applicable
6. Binding measures for non-compliance are not applicable
7. The commitments of the controlling shareholder and actual controller on the payment of social insurance and housing provident fund are not applicable
8. The commitment to avoid horizontal competition is not applicable
9. The commitment to reduce related party transactions is not applicable
10. The commitment of the controlling shareholder and the actual controller that the real estate owned by the company and its subordinate enterprises is not applicable to the real estate leasing
11. The commitment of the controlling shareholder and actual controller not to occupy the company's funds is not applicable
12. The commitment of shareholders to voluntarily add locking shares is not applicable
13. Non public
