Minsheng Securities Co., Ltd
About Guangdong Vtr Bio-Tech Co.Ltd(300381)
Special verification opinions on the use of raised funds in 2021
Minsheng Securities Co., Ltd. (hereinafter referred to as "Minsheng securities" or "sponsor") as an independent financial consultant for the non-public offering of shares of Guangdong Vtr Bio-Tech Co.Ltd(300381) (hereinafter referred to as " Guangdong Vtr Bio-Tech Co.Ltd(300381) " or "company"), in accordance with the measures for the administration of securities Issuance and listing recommendation business, the Listing Rules of gem shares of Shenzhen Stock Exchange In accordance with the provisions of relevant laws and regulations such as the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the use of raised funds in Guangdong Vtr Bio-Tech Co.Ltd(300381) 2021 has been verified. The verification results and opinions are as follows:
1、 Basic information of raised funds
(I) funds raised by IPO in 2014
On January 8, 2014, with the approval of "zjxk [2014] No. 64" document of China Securities Regulatory Commission and the consent of Shenzhen Stock Exchange, Minsheng Securities Co., Ltd. (hereinafter referred to as "Minsheng securities"), the lead underwriter of the company, adopted the combination of offline inquiry and placement to investors and online pricing and issuance to social public investors holding the market value of non restricted A-Shares in Shenzhen market, 11.45 million RMB ordinary shares (a) were publicly issued at a price of 27.88 yuan per share, including 6.8 million new shares issued by the company and 4.65 million shares publicly offered by the shareholders of the company. The company raised a total of 189584 million yuan. After deducting 232484 million yuan of issuance expenses, the net amount of funds raised was 1663356 million yuan. The above funds were in place on January 22, 2014, which was verified by Ruihua Certified Public Accountants (special general partnership) and issued a capital verification report (rhyz [2014] No. 4 Jinzai Food Group Co.Ltd(003000) 1).
As of December 31, 2019, all the funds raised by the initial public offering have been used up, and all the accounts of the funds raised by the initial public offering have been closed.
(II) issuance of shares, purchase of assets and raising of supporting funds in 2015
On February 27, 2015, with the approval of "zjxk [2014] No. 1397" document of China Securities Regulatory Commission, the listed company privately issued 3081854 new shares to CAI Xiaoru at a price of RMB 20.28/share to raise the matching funds for the purchase of assets. The total amount of supporting funds raised is 62.5 million yuan. After deducting the issuance cost of 6 million yuan, the net amount of funds actually raised is 56.5 million yuan. The above funds were in place on May 27, 2015, which was verified by Ruihua Certified Public Accountants (special general partnership) and issued a capital verification report (rhyz [2015] No. 4 Jinzai Food Group Co.Ltd(003000) 3).
On November 24, 2015, the company was approved to issue 15527023 shares to Huachuang Guangdong Vtr Bio-Tech Co.Ltd(300381) employee growth No. 32 directional asset management plan, Jingying era jiuying No. 1 fund, Jinying Wenshi Junye flexible allocation No. 3 asset management plan and CAI Xiaoru non-public, with a par value of 1 yuan per share and an issue price of 33.49 yuan per share. The shares were fully paid in RMB, After deducting underwriting and recommendation fees, issuance registration fees and other transaction expenses totaling RMB 163274 million, the net raised funds totaled RMB 5036726 million. The above funds were in place on June 27, 2016, which was verified by Ruihua Certified Public Accountants (special general partnership) and issued a capital verification report (rhyz [2016] No. 40020004).
As of December 31, 2020, the company has used a total of 561727 million yuan of raised funds, including 561727 million yuan of projects invested in raised funds in previous years, 0 million yuan of raised funds in 2020 and 2.424 million yuan of balance in raised funds account.
(III) funds raised by public issuance of convertible corporate bonds in 2018
On November 2, 2018, approved by the reply on approving Guangdong Vtr Bio-Tech Co.Ltd(300381) public issuance of convertible corporate bonds (zjxk [2018] No. 1625) of China Securities Regulatory Commission, the company publicly issued 664967700 yuan of convertible corporate bonds with a term of 6 years. After deducting 203535 million yuan of underwriting and recommendation fees and other expenses, the net funds raised amounted to 644614200 yuan. The above funds have been in place on December 29, 2018, which has been verified by Ruihua Certified Public Accountants (special general partnership) and issued the verification report of Ruihua Yan Zi Ruihua Yan Zi [2019] No. 40020001.
As of December 31, 2020, the company has used a total of 476097 million yuan of raised funds, including 3506791 million yuan of funds invested in previous years and 37533066 million yuan of funds used in 2020, including 1253306 million yuan of funds invested in raised projects and 250 million yuan of temporary supplementary working capital (as of December 31, 2020, 79.6 million yuan has been returned and deposited into the company's special account for raised funds), The balance of the raised funds account is 228600 yuan.
(IV) capital raised by issuing shares to specific objects in 2020
On October 12, 2020, the company issued 10152284 ordinary shares to specific objects with a total raised capital of RMB 100 million, approved by the reply on Approving the registration of Guangdong Vtr Bio-Tech Co.Ltd(300381) issuing shares to specific objects (zjxk [2020] No. 2498) issued by the China Securities Regulatory Commission. After deducting underwriting and recommendation fees and other expenses totaling RMB 2.6588 million, the net amount of funds raised was RMB 973412 million. The above funds were put in place on October 23, 2020, which was verified by Zhitong Certified Public Accountants (special general partnership) and issued a verification report (ztyz (2020) No. 442zc00391).
As of December 31, 2020, the company has used the raised funds of RMB 973412 million to supplement working capital and repay bank loans, and the balance of the raised funds account is RMB 4900.
2、 Management of raised funds
(I) management system of raised funds
In order to standardize the management and use of raised funds and protect the rights and interests of investors, the company has formulated the Guangdong Vtr Bio-Tech Co.Ltd(300381) raised funds management system in accordance with the provisions of the measures for the administration of initial public offering and listing on the gem and the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, and in combination with the actual situation of the company, and set up a strict authority approval system for the use of raised funds to ensure that special funds are used for special purposes.
(II) storage of raised funds in special account
As of December 31, 2021, the storage of raised funds is listed as follows:
Unit: 10000 yuan
Account balance of deposit bank account purpose of funds
Agricultural Bank Of China Limited(601288) Zhuhai Nanwan sub branch 44358 Zhangjiagang Zhonghuan Hailu High-End Equipmentco.Ltd(301040) 0187150.00
Xiamen International Bank Co., Ltd. Zhuhai branch 80171000 China International Marine Containers (Group) Co.Ltd(000039) 280.00 first public offering in 2014
80171100 Shenzhen Zhenye(Group)Co.Ltd(000006) 09 shares of Development Bank Zhuhai branch of Xiamen International Bank Co., Ltd. (fixed term) 0.00
China Minsheng Banking Corp.Ltd(600016) Zhuhai branch 6977648083.14 shares issued in 2015
Bank Of China Limited(601988) Zhuhai branch 710766369796221.78 purchased assets
Bank of East Asia (China) Co., Ltd. Zhuhai branch 12 Shenzhen Inovance Technology Co.Ltd(300124) 301840026.66 public development in 2018
China Construction Bank Corporation(601939) Zhuhai branch 440501646135 Ping An Bank Co.Ltd(000001) 031 line 0.86 convertible company
China Minsheng Banking Corp.Ltd(600016) Zhuhai branch 63066883913.45 bond
Shanghai Pudong Development Bank Co.Ltd(600000) Zhuhai branch 196200788013 China Vanke Co.Ltd(000002) 800.49 issued shares to specific objects in 2020
Total 266.38
Note: as of December 31, 2019, all the funds raised by the initial public offering have been used up, and all the accounts of the funds raised by the initial public offering have been closed.
3、 Actual use of raised funds this year
(I) funds raised by IPO in 2014
Unit: 10000 yuan
The net amount of raised funds was 1663356 yuan, which was invested in the raised funds this year-
Raised funds with changed purposes-
The proportion of raised funds that have been invested in raised funds 1606944 and changed purposes-
As of the end of the period, the amount of fund-raising by the end of the period has changed. As of the end of the period, whether the project is feasible or not. After the adjustment of the project commitment, the end of the year commitment and the end of the commitment investment are scheduled to make the end of the year Achievability refers to the difference progress (%) of the committed investment project (including the total investment, the total investment and the cumulative investment amount of the investment) with the expected non payment part realized on the status day (1) (2) (3) = (4) = the re change of benefits and benefits in the current period (2) - (1) (2) / (1) Major change)
Inner Mongolia Guangdong Vtr Bio-Tech Co.Ltd(300381) annual output
Note: 20 China Baoan Group Co.Ltd(000009) 50 C.Q.Pharmaceutical Holding Co.Ltd(000950) 000-19.00950000 tons of enzyme preparation in 2014
Project (phase II project)
Guangdong Vtr Bio-Tech Co.Ltd(300381) (Zhuhai) no enzyme 2727 Yixintang Pharmaceutical Group Co.Ltd(002727) 00 - 249014 - 236.86 91.31% June 30, 2014 - note 2 no
Technical transformation project of agent production base
No R & D center expansion project 190656190656 - 215361 247.05 112.96% 2016-6-30 - note 3 no
No marketing service network construction project 25 Shenzhen Tellus Holding Co.Ltd(000025) Shenzhen Tellus Holding Co.Ltd(000025) 0000 - 194497 - 555.03 77.80% December 31, 2018
