Zhongtai Securities Co.Ltd(600918)
About Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864)
Special verification report on the deposit and use of raised funds in 2021
Zhongtai Securities Co.Ltd(600918) (hereinafter referred to as " Zhongtai Securities Co.Ltd(600918) ") as the sponsor of Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) (hereinafter referred to as " Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) " or "the company"), in accordance with the measures for the administration of securities issuance and listing sponsorship business, 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), the stock listing rules of Shenzhen Stock Exchange In accordance with the requirements of relevant laws, regulations and normative documents such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the deposit and use of raised funds in Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) 2021 were carefully verified. The details 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 Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) initial public offering of shares (zjxk [2017] No. 1875 document) of China Securities Regulatory Commission and approved by Shenzhen Stock Exchange, the company has Zhongtai Securities Co.Ltd(600918) completed the public offering of 21.67 million ordinary shares (A shares) to the public by the lead underwriter Zhongtai Securities Co.Ltd(600918) with all the issued shares being new shares and no transfer of old shares. The par value of each share is 1 yuan and the issue price of each share is 10.03 yuan, The total amount of funds raised was 21735001 million yuan, the total issuance cost was 333019 million yuan, and the actual amount of funds raised was 1840482 million yuan. The raised funds were in place on November 8, 2017. The availability of the above funds was verified and confirmed by Lixin Certified Public Accountants (special general partnership) in the capital verification report (xksbz [2017] No. zf10909).
2、 Deposit and management of raised funds
(I) management of raised funds
In order to standardize the management and use of raised funds, improve the efficiency and efficiency of fund use, and protect the rights and interests of investors, 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), the Listing Rules of Shenzhen Stock Exchange, the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and other laws Laws and regulations and normative funds raised shall be subject to a special account storage system.
The company has established a special account storage system for the raised funds, opened four special accounts for the raised funds in Bank Of China Limited(601988) Xi'an Taibai community sub branch, and implemented strict approval procedures for the use of the raised funds to ensure that the special funds are used for special purposes.
The company and Bank Of China Limited(601988) Xi'an high tech Development Zone sub branch, the superior unit of Zhongtai Securities Co.Ltd(600918) and Bank Of China Limited(601988) Xi'an Taibai community sub branch, signed the tripartite supervision agreement on raised funds on December 3, 2017. There is no significant difference between the tripartite regulatory agreement and the model tripartite regulatory agreement of Shenzhen Stock Exchange, and the company has strictly complied with the raised funds.
(II) storage of raised funds in special account
As of December 31, 2021, the deposit amount of the company's raised funds in the special bank account was 1028340066 yuan. The storage of raised funds is as follows:
Unit: Yuan
Opening bank account category account number closing balance remarks
The special account for raised funds 102471368418806110937 is used for production line expansion projects
The special account for raised funds 102071367372110477729 is used for the expansion of R & D center Bank Of China Limited(601988) Xi'an project
Taibai community sub branch's special account for raising funds for marketing network expansion 102471368509111751400 and information system upgrading construction project
The special account for raised funds 1020713674180.00 is used to supplement working capital
Subtotal: 1028340066
3、 Actual use of raised funds in 2021
As of December 31, 2021, the raised funds actually invested by the company in related projects amounted to RMB 1532036 million. The investment and benefits of each project in this year are detailed in Schedule 1 comparison table of the use of funds raised by initial public offering of shares in this report.
4、 Change the use of funds for investment projects with raised funds
In 2021, the company did not change the implementation place and implementation method of raised investment projects.
5、 Replacement of raised funds
There is no advance investment and replacement of the company's raised funds.
6、 Idle raised funds
(I) cash management
On December 15, 2020, the company held the 10th meeting of the 3rd board of directors and the 9th meeting of the 3rd board of supervisors, deliberated and adopted the proposal on the company's use of idle raised funds for cash management respectively, and agreed that the company's use amount should not exceed RMB 100 million (inclusive), timely purchase low-risk financial products with high safety and good liquidity issued by banks, and the investment period of single products should not exceed 12 months, The purchase period is 12 months from the date of deliberation and approval by the board of directors. Within the above quota and period, it can be recycled and rolled.
On March 31, 2022, the company held the 21st Meeting of the third board of directors, deliberated and approved the proposal on the company's use of idle raised funds for cash management. Based on the principle of maximizing the interests of shareholders, in order to improve the use efficiency of temporarily idle raised funds and make rational use of idle raised funds, without affecting the normal progress of investment projects and the development of main business of raised funds, The company plans to purchase low-risk financial products with high security and good liquidity issued by the bank in a timely manner with an amount of no more than RMB 40 million, and the investment period of a single product shall not exceed 12 months. The purchase period is 12 months from December 16, 2021.
As of December 31, 2021, the redeemed principal of RMB 5200000000 and the accumulated interest of RMB 164487452 have been redeemed, and the financial products that have not yet been redeemed are as follows:
Purchase amount financial product issuing product deposit bank account number (yuan) product bank type product value date maturity name date
BOC 102071361800000000 "Stable unit" December 19, 2021
Bank of Xi'an 737200 "Liying" Bank of Xi'an regular daily note
Taibai small 1024713620000000 Deposit in bank 1 December 19, 2021
District sub branch 850900
Total: 38 million
00
Note: the time deposit of Bank Of Xi'An Co.Ltd(600928) "wenliying No. 1" unit purchased by the company can be withdrawn in advance with monthly interest and automatically transferred to the next month. As of December 31, 2021, 1.2716 million yuan of interest has been settled, which has been automatically transferred with the principal to the next cycle. The company does not use the surplus funds of the raised funds investment projects for other raised funds investment projects or non raised funds investment projects.
(II) supplementary working capital
As of December 31, 2021, the company has not used idle raised funds to temporarily supplement working capital.
7、 Problems in the use and disclosure of raised funds
The company has timely, truly, accurately and completely disclosed the deposit and use of the raised funds in 2021 in accordance with the relevant provisions of the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) the raised funds management system; There are no violations in the deposit, use, management and disclosure of the company's raised funds.
8、 Other
From December 16, 2021 to December 31, 2021, the company used idle raised funds to purchase Bank Of Xi'An Co.Ltd(600928) "wenliying No. 1" time deposits. For details, see "(I) cash management" of "VI. idle raised funds" in this report. The above matters of cash management with raised funds have been confirmed at the 21st Meeting of the third board of directors of the company on March 31, 2022. 9、 Special verification opinions of Accountants on the annual storage and use of raised funds
According to the verification report on the special report on the deposit and use of raised funds in Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) 2021 (xksbz [2022] No. zf10477), Lixin Certified Public Accountants (special general partnership) believes that the special report on the deposit and use of raised funds of your company in 2021 is in accordance with the regulatory guidelines for listed companies No. 2 - regulatory requirements for the management and use of raised funds of listed companies (revised in 2022) (CSRC announcement [2022] No. 15) of China Securities Regulatory Commission in all major aspects The preparation of the relevant provisions of the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - announcement format truthfully reflects the deposit and use of the raised funds of your company in 2021.
10、 Verification of recommendation institutions
The sponsor representative checked the deposit and use of Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) the raised funds and the implementation of the investment project of the raised funds through data review, on-site inspection, interview and communication. It mainly includes: consulting the bank statements of the company's raised funds, relevant reports of intermediaries and other materials, and communicating with the company's senior executives, middle managers and other relevant personnel.
11、 Verification opinions of the recommendation institution
After verification, the recommendation institution believes that Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) has made special account storage and special use of the raised funds, and effectively implemented the supervision agreement on the raised funds. The deposit and use of the company's raised funds in 2021 are consistent with the disclosed situation, and there is no case of changing the purpose of the raised funds in a disguised manner and damaging the interests of shareholders, and there is no case of illegal use of the raised funds.
(there is no text on this page, which is the signature and seal page of Zhongtai Securities Co.Ltd(600918) special verification report on the deposit and use of raised funds in Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) 2021) sponsor representative:
Guo Qiang, Yang Shengzhi
Zhongtai Securities Co.Ltd(600918) April 26, 2022 Schedule 1:
Comparison table of use of raised funds
Prepared by: Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) 2021 unit: Yuan
The total amount of raised funds is 18404821321. The total amount of raised funds invested in this year is 5624885729. The total amount of raised funds with changed purposes during the reporting period is 0.00
For cumulative change
