Special verification report on the deposit and use of raised funds in Shanghai Step Electric Corporation(002527) 2021
Gf Securities Co.Ltd(000776) (hereinafter referred to as ” Gf Securities Co.Ltd(000776) ” and “sponsor”) as the sponsor of Shanghai Step Electric Corporation(002527) (hereinafter referred to as ” Shanghai Step Electric Corporation(002527) ” and “the company”) publicly issuing convertible corporate bonds (hereinafter referred to as “convertible bonds”) in 2017, In accordance with the requirements of relevant laws, regulations and normative documents 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 guidelines for the recommendation of listed companies of Shenzhen Stock exchange, the stock listing rules of Shenzhen Stock Exchange, and the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, Checked the annual storage and use of the company’s raised funds, and issued the following verification opinions:
1、 Basic information of raised funds
Approved by the reply on approving Shanghai Step Electric Corporation(002527) public issuance of convertible corporate bonds (zjxk [2017] No. 1216) of China Securities Regulatory Commission, Shanghai Step Electric Corporation(002527) publicly issued 8825057 million convertible corporate bonds on November 6, 2017, with an issue price of 100 yuan each and a total raised capital of 882557 million yuan. After deducting the relevant issuance expenses of 2592097729 yuan, The net amount of funds actually raised was 85658472271 yuan. The availability of the above raised funds has been examined by Lixin Certified Public Accountants (special general partnership) and issued the verification report on the availability of raised funds from Shanghai Step Electric Corporation(002527) convertible corporate bonds (xksbz [2017] No. za16316).
On January 17, 2018, the company held the 8th meeting of the 4th board of directors and the 5th meeting of the 4th board of supervisors, deliberated and approved the proposal on using raised funds to replace self raised funds invested in raised investment projects in advance, and agreed to replace the self raised funds invested in raised investment projects in the early stage with raised funds of RMB 149720700. Lixin Certified Public Accountants (special general partnership) conducted a special audit on the self raised funds of the company’s pre invested projects with raised funds, and issued the assurance report of Shanghai Step Electric Corporation(002527) pre invested projects with raised funds with self raised funds (xksbz [2018] No
In 2018, the company used a total of 24578136001 yuan of raised funds (including 149720700 yuan of funds invested in raised projects in the early stage of fund-raising replacement), paid 490.10 yuan of handling fees and received 2061031004 yuan of deposit interest income. As of December 31, 2018, the total balance of the above special account for the deposit of raised funds was 63445378084 yuan. Lixin Certified Public Accountants (special general partnership) conducted a special audit on the use of the company’s raised funds this year and issued the assurance report on the annual storage and use of Shanghai Step Electric Corporation(002527) raised funds (xksbz [2019] No. za13491).
In 2019, the company used 8218289813 yuan of raised funds (including 101000000 yuan of convertible bond information disclosure fee), paid 804.40 yuan of handling fee and received 1694883534 yuan of deposit interest income. As of December 31, 2019, the total balance of the above special account for the storage of raised funds was 56921891365 yuan. Lixin Zhonglian Certified Public Accountants (special general partnership) conducted a special audit on the use of the company’s raised funds this year and issued the assurance report on the annual storage and use of Shanghai Step Electric Corporation(002527) raised funds (Lixin Zhonglian zhuanshen Zi [2020] No. d-0131).
In 2020, the company used 4107620519 yuan of raised funds, paid 651.42 yuan of handling fees and received 1675271562 yuan of deposit interest income. As of December 31, 2020, the total balance of the above special account for the storage of raised funds was 54489477266 yuan. Lixin Zhonglian Certified Public Accountants (special general partnership) conducted a special audit on the use of the company’s raised funds this year and issued the assurance report on the annual storage and use of Shanghai Step Electric Corporation(002527) raised funds (Lixin Zhonglian zhuanshen Zi [2021] d – 0309).
In 2021, the company used 136550914 yuan of raised funds, paid 8.25 yuan of handling fees, received 692401092 yuan of deposit interest income, and transferred out 55045326619 yuan of supplementary working capital.
As of December 31, 2021, the total balance of the above special account for the storage of raised funds is 0 yuan.
2、 Deposit and management of raised funds
(I) management of raised funds
In order to standardize the management and application of raised funds and protect the interests of investors, the company has formulated the measures for the management of Shanghai Step Electric Corporation(002527) raised funds in accordance with the provisions of the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and in combination with the actual situation of the company. The company saves the raised funds in a special account, and implements strict examination and approval procedures for the use of the raised funds to ensure that the special funds are used for special purposes.
The company and the sponsor signed the tripartite supervision agreement on raised funds with Bank Of Communications Co.Ltd(601328) Shanghai Jiading sub branch, China Minsheng Banking Corp.Ltd(600016) Shanghai branch business department and Shanghai Jiading sub branch of Guangdong Development Bank respectively; The company, its wholly-owned subsidiary Shanghai singelina Investment Co., Ltd. and Gf Securities Co.Ltd(000776) signed the tripartite supervision agreement on raised funds with Shanghai Branch of Guangdong Development Bank and Bank Of Ningbo Co.Ltd(002142) Shanghai Jiading sub branch; The company, its wholly-owned subsidiary Shanghai Shanghai Step Electric Corporation(002527) Siasun Robot&Automation Co.Ltd(300024) Co., Ltd., and Gf Securities Co.Ltd(000776) and Shanghai Pudong Development Bank Co.Ltd(600000) Jiading sub branch signed the tripartite supervision agreement for raised funds respectively. The company, its wholly-owned subsidiary Shanghai Xiaoao Hengrong Automotive Industrial Equipment Co., Ltd., and Gf Securities Co.Ltd(000776) signed the tripartite supervision agreement for raised funds with China Minsheng Banking Corp.Ltd(600016) Shanghai Branch of China Xiaoao industrial intelligent equipment (Suzhou) Co., Ltd., a wholly-owned subsidiary of the company, and the sponsor signed the tripartite supervision agreement for raised funds with China Minsheng Banking Corp.Ltd(600016) Suzhou Branch of China respectively. There is no significant difference between the above agreement and the tripartite supervision agreement for raised funds (model) of Shenzhen Stock Exchange.
During the reporting period, the company, the recommendation institution and the above eight special deposit banks for raised funds all fulfilled their corresponding obligations in strict accordance with the requirements of the tripartite supervision agreement. The company shall assign special personnel to examine and approve the use of the raised funds and earmark the funds for special purposes.
(II) storage of raised funds in special account
As of December 31, 2021, the storage of raised funds is as follows:
Unit: Yuan
Year end balance of account no. of the account opening bank of the account holder
Shanghai Shanghai Step Electric Corporation(002527) intelligent technology Guangfa Bank Co., Ltd. 9550880286415001020 Technology Co., Ltd. (former boss Shanghai Jiading sub branch Shanghai Step Electric Corporation(002527) singelina Bank Of Ningbo Co.Ltd(002142) Shanghai Jiading Branch)
Investment Co., Ltd.) bank business department 70080122 Sichuan New Energy Power Company Limited(000155) 5930
China China Minsheng Banking Corp.Ltd(600016) Shanghai Branch 6063101180 bank business department
Shanghai Shanghai Step Electric Corporation(002527) electrical unit Bank Of Communications Co.Ltd(601328) Shanghai Nanxiang branch 310069082018800624670 shares Co., Ltd
Guangfa Bank Co., Ltd. 9550880092711804790 Division Shanghai Jiading sub branch
Shanghai Shanghai Step Electric Corporation(002527) Siasun Robot&Automation Co.Ltd(300024) Shanghai Pudong Development Bank jia984 Citic Press Corporation(300788) 15 China High-Speed Railway Technology Co.Ltd(000008) 50 Co., Ltd. Dingding sub branch
Xiaoao industrial intelligent equipment China China Minsheng Banking Corp.Ltd(600016) Suzhou Gu 6040445510 (Suzhou) Co., Ltd. Su sub branch
Shanghai Xiaoao Hengrong Automobile China China Minsheng Banking Corp.Ltd(600016) Shanghai Branch 6065679950 Industrial Equipment Co., Ltd. business department
3、 Actual use of raised funds this year
(I) comparison table of use of raised funds
In this year, the actual use of the raised funds of the company’s raised investment projects was 1.3655 million yuan. See Schedule 1 comparison table of the use of raised funds for details.
(II) changes in the place and mode of implementation of the project invested with raised funds
The company has not changed the implementation location and implementation mode of the investment projects with raised funds this year.
(III) early investment and replacement of raised investment projects of the company.
The company has no early investment and replacement of raised investment projects this year.
(IV) temporary replenishment of working capital with idle raised funds
The company did not use idle raised funds to temporarily supplement working capital this year.
(V) cash management with idle raised funds
As of December 31, 2021, the details of structural deposits purchased by the company and its subsidiaries with idle raised funds are as follows:
Trustee’s financial product name type amount (yuan) account income interest income annualized beginning and ending date (yuan) interest rate
Bank Of Communications Co.Ltd(601328) yunbaoben floating 1.35% Bank Of Communications Co.Ltd(601328) Shangtong wealth regular dynamic income 1300000 China Vanke Co.Ltd(000002) 020 / 8 / 24 – 150835616 to haijiading sub branch structural deposit 2021 / 1 / 25 2.75% for 154 days
Total 150835616
(VI) use of surplus raised funds
The company is not involved in the use of surplus raised funds.
(VII) use of over raised funds
The company does not involve over raised funds.
(VIII) purpose and destination of unused raised funds
On January 20, 2021 and February 8, 2021, the company held the 7th Meeting of the 5th board of directors, the 4th meeting of the 5th board of supervisors, the 1st bondholder meeting in 2021 and the 1st extraordinary general meeting of shareholders in 2021 respectively. The meeting deliberated and approved the proposal on changing the purpose of raised funds and permanently replenishing working capital, Change the purpose of the remaining raised funds of ” Siasun Robot&Automation Co.Ltd(300024) and intelligent manufacturing project of key parts and motion control system products” and “production project of automobile intelligent flexible welding production line” among the investment projects raised by the company’s public issuance of convertible corporate bonds in 2017, And permanently replenish the working capital with the balance of the above-mentioned raised investment projects, financial income and interest income of 5448948 million yuan (subject to the balance of the raised capital account at the time of supplementary flow).
Since the company has changed the purpose of the raised funds and permanently replenished the remaining raised funds with working capital, all the unpaid balance of the company’s raised investment projects will be paid by the company with its own funds, and the special account for raised funds will no longer be used. In order to facilitate account management, the company cancelled the special account for raised funds on May 13, 2021. Before the cancellation of the special account for raised funds, the company has transferred the balance of raised investment projects, financial income and actual interest income of 5504533 million yuan out of permanent supplementary working capital.
(IX) other information about the use of raised funds
On January 20, 2021 and February 8, 2021, the company held the 7th Meeting of the 5th board of directors, the 4th meeting of the 5th board of supervisors, the 1st bondholder meeting in 2021 and the 1st extraordinary general meeting of shareholders in 2021 respectively. The meeting deliberated and approved the proposal on changing the purpose of raised funds and permanently replenishing working capital, Change the purpose of the remaining raised funds of ” Siasun Robot&Automation Co.Ltd(300024) and intelligent manufacturing project of key parts and motion control system products” and “production project of automobile intelligent flexible welding production line” among the investment projects raised by the company’s public issuance of convertible corporate bonds in 2017, And permanently replenish the working capital with the balance of the above-mentioned raised investment projects, financial income and interest income of 5448948 million yuan (subject to the balance of the raised capital account at the time of supplementary flow).
Since the company has changed the purpose of the raised funds and permanently replenished the remaining raised funds with working capital, all the unpaid balance of the company’s raised investment projects will be paid by the company with its own funds, and the special account for raised funds will no longer be used. In order to facilitate account management, the company cancelled the special account for raised funds on May 13, 2021 and made notes in the special account for raised funds
