Minsheng Securities Co., Ltd
About Shanghai Haoyuan Chemexpress Co.Ltd(688131)
Special report on the deposit and use of raised funds in 2021
Minsheng Securities Co., Ltd. (hereinafter referred to as “Minsheng securities” or “sponsor” or “the sponsor”) is a sponsor of Shanghai Haoyuan Chemexpress Co.Ltd(688131) (hereinafter referred to as ” Shanghai Haoyuan Chemexpress Co.Ltd(688131) ” or “the company”) for initial public offering, listing on the science and innovation board and continuous supervision, According to the measures for the administration of securities issuance and listing recommendation business, the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange, the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation), the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies (revised in 2022) and the guidelines for the application of self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation According to the requirements of relevant laws, regulations and normative documents, the deposit and use of raised funds in Shanghai Haoyuan Chemexpress Co.Ltd(688131) 2021 were checked, and the details are as follows:
1、 Basic information of raised funds
(I) actual amount of raised funds and time of fund arrival
With the approval of the reply on Approving the registration of Shanghai Haoyuan Chemexpress Co.Ltd(688131) initial public offering (zjxk [2021] No. 1496) issued by China Securities Regulatory Commission on April 27, 2021, the company publicly issued 18.6 million RMB common shares (A shares) to the public, with a par value of 1 yuan per share, an issue price of 64.99 yuan per share and a total raised capital of 1208814000 yuan, After deducting the issuance expenses of RMB 1006197 million, the net amount of funds raised was RMB 1108194300. All the raised funds were in place on June 3, 2021. Rongcheng Certified Public Accountants (special general partnership) verified the availability of funds on June 3, 2021 and issued the capital verification report (Rongcheng Yan Zi [2021] No. 200z0026). The company carried out special account storage management for the above-mentioned raised funds in accordance with the regulations, and signed a supervision agreement on the storage of the special account of raised funds with the recommendation institution and the supervision Bank of the special account of raised funds.
(II) amount used in the current year and balance at the end of the year
As of December 31, 2021, the balance of the raised funds storage account is RMB 73969852387 (including the net amount of interest income deducted from the raised funds), and the use of the raised funds is as follows:
Unit: 10000 yuan
Project amount
Net amount of raised funds 11081943
Less: accumulative amount of raised funds invested (including the amount of replacement advance investment) 3253559
Over raised funds supplement working capital 534795
The corresponding value-added tax input tax paid for the issuance fee is 113.91 yuan
Amount for cash management-
Plus: net amount of interest income from raised funds, cash management investment income minus handling charges, etc. 113128
Outstanding issuance fee 16.59
Outstanding issuance fees-
As of December 31, 2021, the balance of raised funds was 7396985
2、 Deposit and management of raised funds
(I) management system of raised funds
In order to standardize the management and use of raised funds and safeguard the legitimate rights and interests of all shareholders, The company has formulated and revised the measures for the administration of Shanghai Haoyuan Chemexpress Co.Ltd(688131) , Provisions are made on the storage and use of raised funds, project implementation management, change of investment projects and supervision of use.
(II) tripartite supervision agreement of raised funds
According to the requirements of Shanghai Stock Exchange and relevant regulations, the company, the sponsor and the bank where the special account for raised funds is located China Everbright Bank Company Limited Co.Ltd(601818) Shanghai pilot Free Trade Zone Branch, China Merchants Bank Co.Ltd(600036) Shanghai Shanghai Lujiazui Finance & Trade Zone Development Co.Ltd(600663) sub branch, China Citic Bank Corporation Limited(601998) Shanghai Nanfang mall sub branch, Bank Of China Limited(601988) Shanghai Fangdian road sub branch have signed the tripartite supervision agreement for the storage of special account for raised funds (hereinafter referred to as the “tripartite supervision agreement”), There is no significant difference between the tripartite supervision agreement and the tripartite supervision agreement (model) on special account storage of raised funds of Shanghai Stock Exchange. There is no problem in the performance of the provisions of the agreement.
On July 12, 2021, the company held the 19th meeting of the second board of directors and the 9th meeting of the second board of supervisors, which respectively deliberated and adopted the proposal on using the raised funds to increase capital to wholly-owned subsidiaries to implement raised investment projects and the proposal on wholly-owned subsidiaries to open special accounts for raised funds and sign special accounts for raised funds
According to the proposal of the regulatory agreement, “Anhui Haoyuan biomedical R & D center construction project” and “Anhui Haoyuan pharmaceutical API and intermediate construction project with an annual output of 121095 tons (phase I)” in the company’s raised and invested projects are implemented through Anhui Haoyuan Pharmaceutical Co., Ltd. (hereinafter referred to as “Anhui Haoyuan”).
According to the above resolution, on July 19, 2021, the company signed the quadripartite supervision agreement on the storage of special account for raised funds with Anhui Haoyuan, the sponsor and Ma’anshan branch of China Construction Bank Co., Ltd. the contents of the quadripartite supervision agreement are not significantly different from the tripartite supervision agreement (model) on the storage of special account for raised funds formulated by Shanghai Stock Exchange.
On October 25, 2021, the company held the 21st Meeting of the second board of directors and the 11th meeting of the second board of supervisors, deliberated and approved the proposal on using part of the over raised funds to invest in the construction of new projects, and agreed that the company would use 306 million yuan to invest in the construction of “capital increase of Hefei ouchuang gene Biotechnology Co., Ltd. and the construction of pharmaceutical R & D and biological reagent R & D industrialization base project (phase I)” “Invest in Yantai Haoyuan Biomedical Technology Co., Ltd., a wholly-owned subsidiary, and provide it with loans to build a new drug creation and R & D service base project (phase I)” and “invest in the construction of Shanghai Haoyuan Chemexpress Co.Ltd(688131) new drug creation service laboratory project (phase I)”.
According to the above resolution, on November 12, 2021, the company signed the four party supervision agreement on the storage of special account for raised funds with its subsidiary Hefei ouchuang gene Biotechnology Co., Ltd. (hereinafter referred to as “Hefei ouchuang”), the sponsor Minsheng securities and Hefei Branch of China China Everbright Bank Company Limited Co.Ltd(601818) Co., Ltd., the bank where the special account for raised funds is located; On November 10, 2021, the company signed the four party supervision agreement on the deposit and storage of the special account for raised funds with its subsidiary Yantai Haoyuan Biomedical Technology Co., Ltd. (hereinafter referred to as “Yantai Haoyuan”), the sponsor Minsheng securities and Bank Of China Limited(601988) Yantai Development Zone sub branch where the special account for raised funds is located, There is no significant difference between the contents of the above four party supervision agreement and the tripartite supervision agreement (model) for the storage of raised funds formulated by Shanghai Stock Exchange.
(III) storage of raised funds in special account
As of December 31, 2021, the current deposit balance of the company’s special account for the deposit of raised funds is as follows: unit: 10000 yuan
Method of deposit balance of bank account number deposited by the account holder
Shanghai Haoyuan Chemexpress Co.Ltd(688131) China Everbright Bank Company Limited Co.Ltd(601818) Shanghai free trade test 76250188000136008 current 1995074 District Branch
Shanghai Haoyuan Chemexpress Co.Ltd(688131) China Merchants Bank Co.Ltd(600036) Shanghai Shanghai Lujiazui Finance & Trade Zone Development Co.Ltd(600663) sub branch 121941334410402 current 2926639
Shanghai Haoyuan Chemexpress Co.Ltd(688131) China Citic Bank Corporation Limited(601998) Shanghai Nanfang mall sub branch 8110201012801329910 current account-
Shanghai Haoyuan Chemexpress Co.Ltd(688131) Bank Of China Limited(601988) Shanghai Fangdian road sub branch 457281591887 current account-
Anhui Haoyuan China Construction Bank Corporation(601939) MAANSHAN branch 34050165500809887666 current 1311162
Hefei ouchuang China Everbright Bank Company Limited Co.Ltd(601818) Hefei Branch 548401805688000 current 760436
Yantai Haoyuan Bank Of China Limited(601988) Yantai Development Zone sub branch 223445272017 current 403674
Total 7396985
3、 Actual use of raised funds this year
(I) use of funds for investment projects with raised funds
For the comparison table of the actual use of the company’s raised funds in 2021, see the annex comparison table of the use of raised funds (Annex 1) to this report.
(II) changes in the place and mode of implementation of the project invested with raised funds
In 2021, the company did not change the implementation location and implementation method of the investment project with raised funds.
(III) advance investment and replacement of investment projects with raised funds
According to the verification report on the special instructions of Shanghai Haoyuan Chemexpress Co.Ltd(688131) replacing the funds invested in the project with raised funds and paying the issuance expenses issued by Rongcheng Certified Public Accountants (special general partnership) (Rongcheng zhuanzi [2021] No. 200z0524), as of June 30, 2021, the actual investment amount of the company invested in the project invested with raised funds in advance with self raised funds was 10489628907 yuan, The replacement amount with raised funds is 10489628907 yuan; The company has paid 16588868 yuan of issuance expenses (excluding value-added tax) with self raised funds and replaced 16588868 yuan with raised funds.
At the 19th meeting of the second board of directors and the 9th meeting of the second board of supervisors held on July 12, 2021, the company deliberated and approved the proposal on using raised funds to replace self raised funds invested in projects invested with raised funds in advance and paying issuance expenses in advance, and agreed to use raised funds 10489628907 to replace self raised funds invested in projects invested with raised funds in advance, It is agreed that the company will use the raised funds to replace the self raised funds to pay the issuance fee of 16588868 yuan. For details, see Shanghai Haoyuan Chemexpress Co.Ltd(688131) the announcement on using the raised funds to replace the self raised funds invested in the raised investment projects and pay the issuance fee in advance (Announcement No.: 2021001). (IV) temporary replenishment of working capital with idle raised funds
In 2021, there was no temporary replenishment of working capital with idle raised funds. See “(VI) purpose and destination of unused raised funds” for details of the company’s permanent replenishment of working capital with over raised funds in 2021.
(V) use of over raised funds
On October 25, 2021, the company held the 21st Meeting of the second board of directors and the 11th meeting of the second board of supervisors, deliberated and adopted the proposal on using part of the over raised funds to invest in the construction of new projects respectively, and agreed that the company would use 306 million yuan to invest in the construction of three new projects, of which 289 million yuan would be used, The over raised capital of 144 million yuan was used to “increase the capital of Hefei ouchuang gene Biotechnology Co., Ltd. and build the industrialization base project of pharmaceutical R & D and biological reagent R & D (phase I)”, and the over raised capital of 65 million yuan was used
