Huatai United Securities Co., Ltd
About 360 Security Technology Inc(601360)
Special verification report on the deposit and use of raised funds in 2021 Huatai United Securities Co., Ltd. (hereinafter referred to as "Huatai United Securities" or "sponsor") as the sponsor of 360 Security Technology Inc(601360) (hereinafter referred to as " 360 Security Technology Inc(601360) ," company "or" issuer ") for non-public offering of shares in 2018, in accordance with the administrative measures for securities issuance and listing sponsor business The deposit and actual use of the raised funds of 360 Security Technology Inc(601360) in 2021 have been verified in accordance with the provisions of laws and regulations such as the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of the raised funds of listed companies, the stock listing rules of Shanghai Stock Exchange, the guidelines for the self discipline supervision of listed companies No. 1 of Shanghai Stock Exchange - standardized operation, and the verification results are as follows:
1、 Basic information of raised funds
(I) actual amount of funds raised and time of funds in place
Approved by the reply on approving 360 Security Technology Inc(601360) non-public Development Bank shares (zjxk [2020] No. 656) issued by China Securities Regulatory Commission, the company issued 381308030 RMB ordinary shares at an issue price of 12.93 yuan per share, raising a total of 493031282790 yuan. After deducting the issuance expenses excluding value-added tax, the net amount of funds raised was 483867159097 yuan. All the above raised funds have been in place on December 23, 2020 and deposited in the special account for raised funds for special account management. Zhongshen Zhonghuan Certified Public Accountants (special general partnership) verified the availability of raised funds and issued 360 Security Technology Inc(601360) capital verification report (Zhonghuan Yan Zi [2020] No. 8001).
(II) use of raised funds
As of December 31, 2021, the balance of the company's unused raised funds was 3911634100 yuan (including the net amount of interest income and investment income of the special account for raised funds minus bank charges). Details of the use and balance of raised funds are as follows:
Unit: RMB
Project amount
Total raised funds 493031282790
Project amount
Less: issuance expenses (including self raised funds for replacement of paid issuance expenses) note 9164123693
Net proceeds 483867159097
Less: amount used in previous years 0
Less: used amount of this year: 103554730000
Including: replacement of self raised fund of 103554730000 invested in raised investment projects in advance
Plus: net amount of 10850976369 from interest income and investment income of special account for raised funds deducting bank charges
The balance of unused raised funds is 391163405466
Note: in 2021, the company paid 933783028 yuan of issuance expenses for replacement with self raised funds. The above expenses have been listed as issuance expenses and deducted from the total amount of raised funds.
2、 Management of raised funds
(I) management system of raised funds
The company has formulated the measures for the administration of 360 Security Technology Inc(601360) raised funds in accordance with the requirements of the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 - standardized operation and other relevant provisions, and implemented a special account storage system for the raised funds, as well as the storage, use, change Supervision and other contents are clearly stipulated. (II) signing and implementation of tripartite supervision agreement for raised funds
On January 13, 2021, the company and the sponsor signed the tripartite supervision agreement on the storage of special account for raised funds with China Merchants Bank Co.Ltd(600036) Beijing Branch and China Merchants Bank Co.Ltd(600036) Shenzhen branch respectively. There is no significant difference between the content of the agreement and the tripartite supervision agreement (model) on the storage of special accounts for raised funds formulated by Shanghai Stock Exchange. As of December 31, 2021, the company has deposited and used the raised funds in strict accordance with the tripartite supervision agreement.
(III) storage of raised funds in special account
As of December 31, 2021, the storage of the company's special account for raised funds is as follows:
Unit: RMB 10000
No. deposit bank account No. balance
1 China Merchants Bank Co.Ltd(600036) Beijing Jianwai Street sub branch 51290477741091514740081
2 China Merchants Bank Co.Ltd(600036) Shenzhen Shangbu sub branch 51290477741052082262.60
Total balance of special account for raised funds note 22966341
The amount of idle raised funds for cash management is 16150000
The total balance of unused raised funds is 39116341
Note: the balance of the special account for raised funds includes the net amount of interest income and investment income of the special account for raised funds minus bank charges.
3、 Actual use of raised funds this year
(I) use of funds for investment projects with raised funds
As of December 31, 2021, please refer to the annex "comparison table of the use of raised funds" for the use of funds for investment projects with raised funds.
(II) early investment and replacement of raised investment projects
On June 21, 2021, the company held the second meeting of the sixth board of directors and the second meeting of the sixth board of supervisors, deliberated and adopted the proposal on replacing the self raised funds invested in advance with the raised funds respectively, and agreed that the company would use the raised funds of RMB 1044885100 to replace the self raised funds invested in the investment projects of the raised funds and the issuance expenses paid in advance. Among them, 1035547300 yuan of self raised funds have been invested in the raised investment projects in advance as of April 30, 2021, and 9337800 yuan of issuance expenses excluding value-added tax paid with self raised funds have been replaced. The independent directors and the sponsor of the company expressed their agreement. Deloitte & Touche Tohmatsu (special general partnership) (hereinafter referred to as "Deloitte & Touche Tohmatsu") has reviewed the above replacement matters and issued the special audit report on 360 Security Technology Inc(601360) replacing self raised funds with pre invested raised projects (DSB (H) Zi (21) No. e00394).
In 2021, the company has completed the replacement of self raised funds for pre invested raised projects and paid issuance expenses.
(III) temporary replenishment of working capital with idle raised funds
In 2021, the company did not use idle raised funds to temporarily supplement working capital.
(IV) idle raised funds for cash management and investment in related products
On April 20, 2021, the 22nd Meeting of the 5th board of directors and the 16th meeting of the 5th board of supervisors respectively considered and approved the proposal on using some idle raised funds for cash management, and agreed that the company would use idle raised funds of no more than 2635 million yuan (including this amount) for cash management without affecting the construction of investment projects with raised funds and ensuring liquidity and capital safety, The service life is 12 months from the date of approval by the board of directors. The independent directors and the recommendation institution of the company expressed their consent to the above matters. As of December 31, 2021, the company has used idle raised funds to deposit large amount certificates of deposit products of China Merchants Bank Co.Ltd(600036) Beijing / Shenzhen Branch for cash management within the authorized limit, and the balance is 1615 million yuan. The details are as follows:
Unit: RMB 10000
Sequence product code product type amount start date due date No
1 cmbc20190601 certificate of deposit 10 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 3 / 18
2 cmbc20190619 certificate of deposit 15 Shenzhen Zhongheng Huafa Co.Ltd(000020) 21 / 4 / 272022 / 3 / 19
3 cmbc20190687 certificate of deposit 10 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 3 / 21
4 cmbc20190725 certificate of deposit 10 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 3 / 22
5 cmbc20190802 certificate of deposit 1 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 3 / 26
6 cmbc20190861 certificate of deposit 1 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 3 / 29
7 cmbc20190862 certificate of deposit 2 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 3 / 29
8 cmbc20190916 certificate of deposit 7 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 4 / 1
9 cmbc20190917 certificate of deposit 14 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 4 / 1
10 cmbc20190935 certificate of deposit 10 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 4 / 2
11 cmbc20191078 certificate of deposit 20 China Vanke Co.Ltd(000002) 021 / 4 / 272022 / 4 / 18
12 cmbc20190959 certificate of deposit 10 China Vanke Co.Ltd(000002) 021 / 10 / 142022 / 4 / 3
13 cmbc20191187 certificate of deposit 25 China Vanke Co.Ltd(000002) 021 / 10 / 142022 / 4 / 30
14 cmbc20191242 certificate of deposit 25 China Vanke Co.Ltd(000002) 021 / 10 / 142022 / 5 / 7
15 cmbc20191635 certificate of deposit 3 China Vanke Co.Ltd(000002) 021 / 10 / 142022 / 6 / 17
16 cmbc20191645 certificate of deposit 1 China Vanke Co.Ltd(000002) 021 / 10 / 142022 / 6 / 18
17 cmbc20191898 certificate of deposit 10 China Vanke Co.Ltd(000002) 021 / 10 / 142022 / 7 / 9
18 cmbc20190737 certificate of deposit 1 China Vanke Co.Ltd(000002) 021 / 12 / 212022 / 3 / 22
Total 16150000 ----
Accumulated investment 26250000 ----
