Huatai United Securities Co., Ltd
Special verification report on the deposit and use of raised funds in Jing-Jin Electric Technologies Co.Ltd(688280) 2021
Huatai United Securities Co., Ltd. (hereinafter referred to as "Huatai United Securities" or "sponsor") is the sponsor of the initial public offering of Jing-Jin Electric Technologies Co.Ltd(688280) (hereinafter referred to as " Jing-Jin Electric Technologies Co.Ltd(688280) ", "company" or "issuer"), In accordance with the provisions of laws and regulations such as the measures for the administration of securities issuance and listing recommendation business, the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the Listing Rules of Shanghai Stock Exchange Kechuang board, and the guidelines for the self regulatory supervision of listed companies on Shanghai Stock Exchange Kechuang board No. 1 - standardized operation, The deposit and use of the raised funds of Jing-Jin Electric Technologies Co.Ltd(688280) in 2021 were verified. The verification results are as follows: I. Basic information of the raised funds
(I) the actual amount of funds raised and the time when the funds are in place
Approved by the reply on Approving the registration of Jing-Jin Electric Technologies Co.Ltd(688280) initial public offering (zjxk [2021] No. 2821) of China Securities Regulatory Commission, the company issued 14755000 ordinary shares (A shares) to domestic investors for the first time, with a par value of RMB 1.00 per share and an increase of registered capital of RMB 1475500000. The issue price per share of this public offering is 13.78 yuan, and the total amount of funds raised is 203330790000 yuan. After deducting the expenses of recommendation and underwriting, audit and capital verification, lawyer fees, information disclosure fees, stamp duty and issuance handling fees, the total amount of 17857097336 yuan, the actual net amount of funds raised is 185473692664 yuan. The above funds were in place on October 21, 2021, and Lixin Certified Public Accountants (special general partnership) verified and issued a capital verification report (xksbz [2021] No. zb11473). The company has adopted special account storage management for the raised funds.
As of December 31, 2021, the company has used the raised funds of RMB 59583234425, and the balance of unused raised funds is RMB 125890458239. The balance of the raised capital account is 126720046391 yuan, and the difference with the unused raised capital balance is 829588151 yuan. The reasons for the difference are as follows: (1) the expenditure amount exceeds 42458234 yuan of the original raised investment project planning; (2) The bank's net interest income from the raised funds is 224957776 yuan; (3) The issuance fee of RMB 64708810886 has not been paid.
(II) use amount and ending balance of raised funds in the reporting period
As of December 31, 2021, the use and balance of raised funds are as follows:
Project amount (10000 yuan)
Total raised funds 20333079
Less: paid issuance related expenses 1721001
Less: taxes related to issuance expenses-
Less: 5958323 yuan of investment amount paid by the special account for raised funds
Less: handling fee expense 0.02
Less: temporarily idle raised funds for cash management investment-
Plus: income from temporarily idle raised funds for cash management and financial management-
Plus: interest income 224.98
Less: others (amount exceeding the limit as of 1231) 42.46
As of December 31, 2021, the balance of the special account for raised funds was 12672005
Note 1: the company disclosed in the prospectus of initial public offering that the "R & D and design, process development and test center upgrading project of high and middle end electric drive system" plans to use the raised funds of 470 million yuan, including 15 million yuan for sample trial production and test costs. Before the funds raised in this offering are in place, the company has invested 15 million yuan in the cost of sample trial production and test in the "high and medium end electric drive system R & D and design, process development and test center upgrading project" with self raised funds; As of December 31, 2021, the company has invested 40900 yuan in sample trial production and test with raised funds, and the actual expenditure on sample trial production and test is 154099 million yuan, which exceeds the planning of the original raised investment project by 40900 yuan. In addition, RMB 37000 will be paid when the R & D center and the test drive system are upgraded. The use of the above raised funds exceeded the planning and tax payment of the original raised investment project by a total of 424600 yuan.
As of the issuance date of this verification report, the amount of expenditure exceeding 424600 yuan planned for the original raised investment project has been returned to the special account for raised funds of the company.
As of December 31, 2021, the balance of the company's special account for raised funds was 12672005 million yuan.
2、 Management of raised funds
(I) management of raised funds
In order to standardize the management and use of the company's raised funds and improve the use efficiency of the raised funds, the company has formulated the raised funds management system in accordance with the relevant provisions of the Listing Rules of Shanghai Stock Exchange Kechuang board and the self regulatory guidelines for listed companies on Shanghai Stock Exchange Kechuang board No. 1 - standardized operation, and in accordance with the principles of standardization, safety, efficiency and transparency The use, management and supervision have made clear provisions to ensure the standardized use of raised funds in the system.
In October 2021, the company signed the tripartite supervision agreement on the special account storage of raised funds with the sponsor Huatai United Securities Co., Ltd. and the commercial bank with a special account for the storage of raised funds. The company, its subsidiary Jing-Jin Electric Technologies Co.Ltd(688280) Technology (Heze) Co., Ltd Jingjin best electric (Shanghai) Co., Ltd. has signed the four party supervision agreement on the special account for the storage of raised funds with the sponsor Huatai United Securities Co., Ltd. and the commercial bank with a special account for the storage of raised funds to strictly approve the use of raised funds, so as to ensure the special use of funds. There is no significant difference between the regulatory agreement and the model regulatory agreement of Shanghai Stock Exchange. As of December 31, 2021, the company has deposited and used the raised funds in strict accordance with the provisions of the tripartite supervision agreement on raised funds or the Quartet supervision agreement on raised funds.
(II) storage of raised funds in special account
As of December 31, 2021, the specific deposit of raised funds is as follows:
Bank account number, deposit method and account balance of deposit bank (yuan)
Bank Of Hangzhou Co.Ltd(600926) Beijing Branch Sales Department 11010401600001341311 current 37815706284
Beijing Beijing Centergate Technologies (Holding) Co.Ltd(000931) bank 10058900050 Yanan Bicon Pharmaceutical Listed Company(002411) 7 current 4238713204
Beijing Beijing Centergate Technologies (Holding) Co.Ltd(000931) bank 10058900050 Aishida Co.Ltd(002403) 3 current 2438501581
China Merchants Bank Co.Ltd(600036) Beijing Dongfang Plaza sub branch 110908904910868 current 4142941265
Bank Of Shanghai Co.Ltd(601229) Beijing Rongxin sub branch 0 Trust Alliance Information Development Inc.Ltd.Shanghai(300469) 6076 current 9468613647
China Merchants Bank Co.Ltd(600036) Shanghai xinkezhan sub branch 110908904910118 current 21327015216
China Merchants Bank Co.Ltd(600036) Beijing Dongfang Plaza sub branch 110908904910899 current 4730815917
Industrial Bank Co.Ltd(601166) Beijing Dongsi sub branch 3213401 Zhejiang Hisoar Pharmaceutical Co.Ltd(002099) 51 current 42557739277
Total -- 126720046391
3、 Actual use of raised funds this year
(I) use of funds for investment projects with raised funds
As of December 31, 2021, the raised funds actually invested by the company in relevant projects amounted to RMB 595832300. See "Schedule 1: comparison table of the use of raised funds in 2021" for the specific use
(II) early investment and replacement of raised investment projects
1. As of October 31, 2021, the investment projects invested by the company with self raised funds in advance are as follows:
Unit: RMB
S / n project name self raised fund advance investment amount
1 high and middle end electric drive system R & D design, process development and test center upgrade project 9608366588
2 new generation electric drive system industrialization upgrading project 3654407473
3 information system construction and upgrading project 488240857
Total 13751014918
2. As of October 31, 2021, the issuance expenses paid by the company with its own funds totaled 647088610 yuan (excluding value-added tax), as follows:
Unit: RMB
No. of self raised funds
1. Audit fee and verification fee 335000000
2. Attorney fee: 140000000
3. Other issuance expenses 172088610
Total 647088610
On February 21, 2022, the 18th meeting of the second board of directors and the 7th Meeting of the second board of supervisors deliberated and approved the proposal on using raised funds to replace self raised funds invested in pre raised projects and paid issuance expenses, and agreed that the company should use raised funds to replace self raised funds invested in pre raised projects and paid issuance expenses, with a total replacement fund of 14398103528 yuan. The replacement time of the raised funds is less than 6 months from the arrival date of the raised funds, which meets the requirements of relevant laws and regulations. The above matters are within the approval authority of the board of directors and do not need to be submitted to the general meeting of shareholders for deliberation. The independent directors of the company also expressed clear consent. As of December 31, 2021, the company has not used the raised funds to replace the self raised funds invested in advance, so it is not included in the investment of this year.
(III) temporary replenishment of working capital with idle raised funds
During the reporting period, the company did not temporarily supplement working capital with idle raised funds.
(IV) idle raising
