Credit Suisse Securities (China) Co., Ltd
About Beijing Scitop Bio-Tech Co.Ltd(300858)
Verification opinions on the deposit and use of raised funds in 2021
Credit Suisse Securities (China) Co., Ltd. (hereinafter referred to as “Credit Suisse Securities” or “sponsor”) as a sponsor of Beijing Scitop Bio-Tech Co.Ltd(300858) (hereinafter referred to as ” Beijing Scitop Bio-Tech Co.Ltd(300858) ” or “company”) for initial public offering, listing and continuous supervision, in accordance with the measures for the administration of securities issuance and listing recommendation business and the rules for the listing of shares on the gem of Shenzhen Stock Exchange According to the self regulatory guidelines for companies listed on the growth enterprise market of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the growth enterprise market and self regulatory guidelines for companies listed on the Shenzhen Stock Exchange No. 13 – recommendation business and other relevant provisions, special verification was conducted on the deposit and use of raised funds in Beijing Scitop Bio-Tech Co.Ltd(300858) 2021, and verification opinions were issued as follows: I. Basic information of raised funds
1. Actual amount of funds raised and time of funds in place
Approved by the reply on approving Beijing Scitop Bio-Tech Co.Ltd(300858) initial public offering (zjxk [2020] No. 1337) of China Securities Regulatory Commission, the company issued 20630000 ordinary shares (A shares) in the initial public offering of RMB, with a par value of RMB 1.00 per share, an issue price of RMB 23.70 per share and a total raised capital of RMB 488931000. After deducting the issuance expenses excluding tax, The net amount of funds raised by the company this time is RMB 436181500. The balance of the above total raised funds after deducting the unpaid recommendation and underwriting fees (including tax) was transferred to the designated account of the company on July 21, 2020. Zhongshen Zhonghuan Certified Public Accountants (special general partnership) has issued the capital verification report (Zhong Huan Yan Zi [2020] No. 010029) on July 21, 2020.
2. Utilization and balance of raised funds in 2021
Unit: 10000 yuan
Project amount
As of December 31, 2020, the balance of the special account for raised funds was 1042808
Less: use amount of raised investment projects in this year: 435101
Less: the amount of cash management using idle raised funds in this year is 7245000
Less: the closing balance of the special account for raised funds this year was transferred to the basic account by 0.11
Project amount
Less: the amount of bank handling charges paid this year is 0.24
Plus: 9449000 yuan of idle raised funds recovered for cash management in this year
forehead
Plus: interest income of this year: 79.55
Add: cash management income of this year: 872.23
Balance of funds raised in special account as of December 31, 2026850
2、 Deposit and management of raised funds
1. Management of raised funds
In order to standardize the management of the company’s raised funds and improve the efficiency of the use of the raised funds, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China and 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 company has formulated the measures for the management of raised funds in accordance with the relevant provisions of laws, regulations and normative documents such as the Listing Rules of Shenzhen Stock Exchange on the gem, the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of listed companies on the gem and the Beijing Scitop Bio-Tech Co.Ltd(300858) articles of association. According to the provisions of the above system, the company implements a special account for the raised funds according to each investment project.
The second and fourth meetings of the board of directors of Beijing Branch approved the fund raised by huai8 35 Manage, use and sign the tripartite supervision agreement on raised funds (hereinafter referred to as the “tripartite supervision agreement”) with the above-mentioned bank and sponsor Credit Suisse Securities respectively, which is not significantly different from the model tripartite supervision agreement.
In view of the fund-raising investment project of the project with an annual output of 30 tons of lactic acid bacteria powder, 45 tons of solid drinks, 45 tons of tablet candy and 10 tons of ready to eat lactic acid bacteria, which is implemented by Jinhua Galaxy Biotechnology Co., Ltd. (hereinafter referred to as “Jinhua Galaxy”), a wholly-owned subsidiary of the company, in order to standardize the management of the raised funds of the company and protect the rights and interests of investors, in accordance with relevant laws and regulations and the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, The company signed the four party supervision agreement on raised funds with Jinhua galaxy, Industrial And Commercial Bank Of China Limited(601398) Jinhua Branch and Credit Suisse Securities, the sponsor.
The company held the ninth meeting of the second board of directors and the second board of supervisors on April 21, 2021
The 9th meeting and the 2020 annual general meeting of shareholders held on June 3, 2021 deliberated and adopted the proposal on changing some investment projects with raised funds and investing in the establishment of wholly-owned subsidiaries and providing loans to implement the projects with raised funds, which will be the “production project with an annual output of 10000 tons of food ingredients” The “production project of animal husbandry and agricultural micro ecological products with an annual output of 8000 tons” and the “construction project of science and technology R & D center” are adjusted for the “food sector R & D and production base project” and “micro ecological agent production base project”. Since the fund-raising investment project of the R & D and production base project of the food sector is implemented by Inner Mongolia Beijing Scitop Bio-Tech Co.Ltd(300858) Co., Ltd. (hereinafter referred to as “Inner Mongolia Ketuo”), a wholly-owned subsidiary of the company, and the fund-raising investment project of the microecological preparation production base project is implemented by Inner Mongolia guketuo Micro Ecological Technology Development Co., Ltd. (hereinafter referred to as “Ketuo micro ecology”), a wholly-owned subsidiary of the company, in order to standardize the fund-raising management of the company, To protect the rights and interests of investors, in accordance with relevant laws and regulations and the provisions of Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of companies listed on the gem, the company and Inner Mongolia Ketuo, Bank Of Communications Co.Ltd(601328) Hohhot Ulan sub branch, the sponsor Credit Suisse Securities, as well as Ketuo micro ecology, China Merchants Bank Co.Ltd(600036) Hohhot University East Street sub branch Credit Suisse Securities, the sponsor, signed the four party supervision agreement on raised funds respectively.
2. Storage of raised funds in special account
As of December 31, 2021, the balance of the special account for the deposit of raised funds is as follows:
Opening bank account balance (10000 yuan) remarks
Industrial And Commercial Bank Of China Limited(601398) Beijing Yanqi Economic Development Zone sub branch 02 Shenzhen Mingdiao Decoration Co.Ltd(002830) 192 Tianma Microelectronics Co.Ltd(000050) 9294139.27 current account
Bank Of Ningbo Co.Ltd(002142) Beijing Wangjing sub branch 77060122001740748578.37 current account
Bank Of Hangzhou Co.Ltd(600926) Beijing Beijing Centergate Technologies (Holding) Co.Ltd(000931) sub branch 11010401 Shanxi Lanhua Sci-Tech Venture Co.Ltd(600123) 62304643.25 current account
Bank Of Communications Co.Ltd(601328) Hohhot Ulan sub branch 1510 Xiamen R&T Plumbing Technology Co.Ltd(002790) 1 Walvax Biotechnology Co.Ltd(300142) 4102079.75 current account
China Merchants Bank Co.Ltd(600036) Hohhot University East Street sub branch 4719019166107019627.86 current account
Industrial And Commercial Bank Of China Limited(601398) Beijing Huairou sub branch 02 Suncha Technology Co.Ltd(001211) 9200537191 account cancellation
China Citic Bank Corporation Limited(601998) Beijing Shilihe sub branch 8110701013101928319 account cancellation
Industrial And Commercial Bank Of China Limited(601398) Jinhua Branch 1208017029200618836 account cancellation
Total 2906850
3、 Actual use of raised funds this year
1. Use of funds for investment projects with raised funds
The actual use of the raised funds in this year is shown in the “comparison table of the use of raised funds” (Schedule 1).
2. Changes in the place and mode of implementation of the project invested with raised funds
Not applicable.
3. Advance investment and replacement of investment projects with raised funds
Not applicable.
4. Temporary replenishment of working capital with idle raised funds
Not applicable.
5. Utilization of surplus raised funds
Not applicable.
6. Use of over raised funds
Not applicable.
7. Purpose and destination of unused raised funds
The company held the fifth meeting of the second board of directors and the fifth meeting of the second board of supervisors on August 26, 2020 and the first extraordinary general meeting of shareholders in 2020 on September 18, 2020, deliberated and adopted the proposal on cash management with idle raised funds, and agreed that the company would not affect the normal construction of raised investment projects, It is proposed to use idle raised funds with a total amount of no more than RMB 300 million (including this amount) for cash management. The above amount will be effective within 12 months from the date of deliberation and approval at the first extraordinary general meeting of shareholders in 2020. Within the above-mentioned limit and term, the funds can be used in a circular and rolling manner. The independent directors of the company have expressed their independent opinions on this matter, and the sponsor Credit Suisse Securities has issued clear verification opinions on this matter.
The company held the 11th meeting of the second board of directors, the 10th meeting of the second board of supervisors and the second extraordinary general meeting of shareholders in 2021 on July 8, 2021, deliberated and adopted the proposal on cash management with idle raised funds, and agreed that the company would not affect the normal construction of raised investment projects, It is proposed to use idle raised funds with a total amount of no more than RMB 270 million (including this amount) for cash management. The above amount will be effective within 12 months from the date of deliberation and approval at the second extraordinary general meeting of shareholders in 2021. Within the above-mentioned limit and term, the funds can be used in a circular and rolling manner. The independent directors of the company have expressed their independent opinions on this matter, and the sponsor Credit Suisse Securities has issued clear verification opinions on this matter.
As of December 31, 2021, the balance of idle raised funds for cash management was 0 million yuan.
The unused raised funds shall be deposited in the special account for raised funds. 4、 Change the use of funds for investment projects with raised funds
For the use of funds for the change of investment projects with raised funds in this year, please refer to the “table of change of investment projects with raised funds” (attached table 2). 5、 Verification opinions of the recommendation institution
After verification, Credit Suisse Securities believes that: Beijing Scitop Bio-Tech Co.Ltd(300858) 2021 annual deposit and use of raised funds comply with the measures for the administration of securities issuance and listing recommendation business, Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of listed companies on GEM, and listed company regulatory guidelines No. 2 – regulatory requirements for the management and use of raised funds by listed companies And other regulations, the raised funds have been deposited and used in a special account, and there is no damage to the interests of the company and shareholders, and there is no illegal use of the raised funds.
Attached table 1: comparison of use of raised funds
Year 2021
Prepared by: Beijing Scitop Bio-Tech Co.Ltd(300858) unit: 10000 yuan
The total amount of raised funds is 4361815, and the investment in the reporting period is 435101
Total fund-raising
The total amount of raised funds with changed purposes during the reporting period was 3212910
The accumulated total amount of raised funds with changed purposes is 3212910, which has been invested in the raised funds
