Guangzhou Goaland Energy Conservation Tech Co.Ltd(300499)
The special report of the board of directors on the deposit and use of raised funds in 2021 is in accordance with 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) (CSRC announcement [2022] No. 15) The relevant provisions of Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 - standard operation of GEM listed companies (hereinafter referred to as "gem standard operation guidelines") and Shenzhen Stock Exchange self regulatory guidelines for GEM listed companies No. 2 - announcement format, Guangzhou Goaland Energy Conservation Tech Co.Ltd(300499) (hereinafter referred to as "the company") the board of Directors hereby makes a special report on the deposit and use of the company's raised funds in 2021 as follows:
1、 Basic information of raised funds
(I) IPO raised funds
1. Actual amount of raised funds and time of fund arrival
Approved by the reply on approving Guangzhou Goaland Energy Conservation Tech Co.Ltd(300499) initial public offering of shares (zjxk [2016] No. 94) of China Securities Regulatory Commission, it is approved to publicly issue 16.67 million RMB ordinary shares (A shares) to the public, with a par value of 1 yuan per share, an issue price of 15.52 yuan per share and a total raised capital of 25871840000 yuan, After deducting the total issuance expenses of RMB 3110405802, the net amount of raised funds is RMB 22761434198.
All the above raised funds were received on January 28, 2016 and verified by Lixin Certified Public Accountants (special general partnership), and a capital verification report (xksbz [2016] No. 410045) was issued. The company has adopted special account storage management for the raised funds.
2. Use amount and current balance of raised funds
In 2021, the company used the raised funds of 38350000 yuan. As of December 31, 2021, the use amount and current balance of the company's raised funds are as follows:
Unit: RMB
Project amount
Total raised funds 25871840000
Less: issuing expenses 3110405802
Net proceeds 22761434198
Less: replacement of self raised funds invested in raised investment projects in advance 8283510566
Less: by the end of the period, the accumulated used raised funds were 14480920259
Less: closing of raised investment projects and permanent replenishment of surplus raised funds to working capital 29405101
Plus: as of the end of the period, the net amount of bank interest deducting handling charges is 32401728
As of December 31, 2021, the balance of the special account for raised funds was 0.00
(II) funds raised from convertible corporate bonds
1. Actual amount of raised funds and time of fund arrival
With the approval of registration of Guangzhou Goaland Energy Conservation Tech Co.Ltd(300499) issuing convertible corporate bonds to unspecified objects (zjxk [2020] No. 3067) issued by China Securities Regulatory Commission, 280000000 convertible corporate bonds were issued to unspecified objects with a face value of RMB 100 each, and the total amount of raised funds was RMB 280000000, After deducting the expenses related to the issuance of RMB 722232867 (excluding tax), the net amount of raised funds actually available is RMB 2727767133. All the above-mentioned raised funds have arrived in the account on December 16, 2020, and have been verified by Lixin Certified Public Accountants (special general partnership) and issued the capital verification report of the actually raised funds of convertible corporate bonds (xksbz [2020] No. zc10606). The company has adopted special account storage management for the raised funds.
2. Use amount and current balance of raised funds
In 2021, the company used the raised funds of 20265437745 yuan. As of December 31, 2021, the use amount and current balance of the company's raised funds are as follows:
Unit: RMB
Project amount
Total raised funds 28000000000
Less: issuing expenses 722232867
Net amount of raised funds: 2727767133
Less: accumulated used raised funds of 2727767133 as of the end of the period
Less: closing of raised investment projects and permanent replenishment of surplus raised funds to working capital of 68920328
Plus: as of the end of the period, the net amount of bank interest deducting handling charges was 68920328
As of December 31, 2021, the balance of the special account for raised funds was 0.00
2、 Deposit and management of raised funds
In order to regulate the management and use of the company's raised funds, improve the efficiency and efficiency of the use of funds, and protect the rights and interests of investors, the company, in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the Listing Rules of Shenzhen Stock Exchange gem (revised in December 2020), the guidelines for the standardized operation of gem and other relevant laws, regulations and normative documents, and in combination with the actual situation of the company, The management system of raised funds of Guangzhou Gaolan Energy Saving Technology Co., Ltd. (hereinafter referred to as the "management system of raised funds") has been formulated.
According to the management system of raised funds, the company implements a special account for the raised funds, establishes a special account for the raised funds in the bank, and signs the tripartite supervision agreement for the raised funds with the deposit bank together with the recommendation institution.
(I) IPO raised funds
1. Management of raised funds
The company and the sponsor Tianfeng Securities Co.Ltd(601162) signed the tripartite supervision agreement on raised funds with Guangzhou Dongshan sub branch of China Merchants Bank Co.Ltd(600036) Co., Ltd. China Minsheng Banking Corp.Ltd(600016) Guangzhou Branch, China Zheshang Bank Co.Ltd(601916) Co., Ltd. and Guangzhou Branch of China Zheshang Bank Co.Ltd(601916) Co., Ltd. on February 29, 2016, and signed the Quartet supervision agreement on raised funds with Yueyang Gaolan energy saving equipment manufacturing Co., Ltd. Industrial Bank Co.Ltd(601166) Yueyang Branch on March 14, 2016, It defines the rights and obligations of all parties. The tripartite supervision agreement for raised funds and the quadripartite supervision agreement for raised funds comply with the guidelines for the standardized operation of gem and other relevant provisions, and there are no problems in the performance of the tripartite supervision agreement and the quadripartite supervision agreement.
2. Storage of raised funds in special account
As of December 31, 2021, the storage of the company's raised funds is as follows:
Remarks on deposit balance of deposit bank account No
China Zheshang Bank Co.Ltd(601916) Co., Ltd. 581 Ping An Bank Co.Ltd(000001) 0120100045043 - cancelled (Note 1) Company Guangzhou Branch
Remarks on deposit balance of deposit bank account No
China China Minsheng Banking Corp.Ltd(600016) shares 694654521 - cancelled (Note 2) Guangzhou Branch
Industrial Bank Co.Ltd(601166) Co., Ltd. 368280100100065826 - cancelled (Note 3) division Yueyang Branch
China Merchants Bank Co.Ltd(600036) Co., Ltd. 120906743810809 - cancelled (Note 4) Si Guangzhou Dongshan sub branch
Total-
Note 1: the special account for raised funds opened by the company in China Zheshang Bank Co.Ltd(601916) Guangzhou Branch (Account No.: 581 Ping An Bank Co.Ltd(000001) 0120100045043) is mainly used for replenishing working capital of the company. The remaining raised funds deposited in the special account after replenishment have no subsequent use. The company cancelled the special account on November 22, 2018 and transferred the remaining raised funds and related interest income of 151844 yuan to the basic account of the company for permanent replenishment of working capital.
Note 2: since the construction project of enterprise scientific research center has been completed, the company cancelled the special account for raised funds (Account No.: 694654521) opened by Guangzhou Branch of China China Minsheng Banking Corp.Ltd(600016) Co., Ltd. on August 13, 2019, and transferred all the balance of 24916513 yuan (including interest income) in the special account to the basic account of the company for permanent replenishment of working capital.
Note 3: since the construction project of Yueyang Gaolan pure water cooling system production base has been completed, the company cancelled the special account for raised funds (Account No.: 368280100100065826) opened by Industrial Bank Co.Ltd(601166) Yueyang Branch on June 28, 2021, and transferred all the balance of 62.48 yuan (interest income) in the special account to the company's basic account for permanent replenishment of working capital.
Note 4: since the construction project of Yueyang Gaolan pure water cooling system production base has been completed, the company cancelled the special account for raised funds (Account No.: 120906743810809) opened by China Merchants Bank Co.Ltd(600036) Guangzhou Dongshan sub branch on July 7, 2021, and transferred all the balance of 4482340 yuan (interest income) in the special account to the company's basic account for permanent replenishment of working capital.
(II) funds raised from convertible corporate bonds
1. Management of raised funds
The company together with the sponsor Huajin Securities Co., Ltd. Industrial And Commercial Bank Of China Limited(601398) Guangzhou
The rights and obligations of Huacheng branch to raise funds have been clearly stipulated in the agreement between the three parties. The tripartite supervision agreement on the raised funds of convertible corporate bonds complies with the guidelines for the standardized operation of gem and other relevant provisions, and there is no problem in the performance of the agreement.
2. Storage of raised funds in special account
As of December 31, 2021, the storage of the company's raised funds is as follows:
Remarks on deposit balance of deposit bank account No
China Industrial And Commercial Bank Of China Limited(601398) shares 3602028529202262050 - cancelled
Limited company Guangzhou Huacheng sub branch
Note: since the raised funds have been used to purchase 51% equity of Dongguan Sixiang insulation material Co., Ltd. and supplement working capital projects according to regulations, the company cancelled the special account for raised funds opened by Industrial And Commercial Bank Of China Limited(601398) Guangzhou Huacheng sub branch on September 10, 2021, and transferred all the balance of 68920328 yuan (interest income) in the special account to the company's settlement account for permanent supplement of working capital.
3、 Actual use of raised funds this year
(I) use of funds for investment projects with raised funds
The actual use of the company's raised funds in 2021 is detailed in the attached table comparison table of the use of raised funds.
(II) changes in the place and mode of implementation of the project invested with raised funds
As of December 31, 2021, the implementation place and mode of the company's investment projects with raised funds have not changed.
(III) advance investment and replacement of investment projects with raised funds
1. IPO raised funds
On March 7, 2016, the 14th meeting of the second board of directors of the company deliberated and approved the proposal on using the raised funds to replace the self raised funds invested in the raised investment projects in advance, and agreed that the company would use the raised funds of 8283510566 yuan to replace the self raised funds invested in the following projects in advance:
Unit: RMB
S / n project name self raised fund pre invested amount replaced amount
1 Yueyang Gaolan pure water cooling system 828351056682835
