Special instructions on the deposit and use of raised funds in 2021
1、 Basic information of raised funds
Non public offering of A-share common stock
On July 14, 2016, the China Securities Regulatory Commission issued the reply on approving Gosun Holdings Co.Ltd(000971) to issue shares to purchase assets and raise supporting funds from Yuan Jianing and others (zjxk [2016] No. 1613). According to the reply, Gosun Holdings Co.Ltd(000971) (hereinafter referred to as “the company”) issued 47131147 RMB ordinary shares to specific investors, with a par value of RMB 1 per share and an issue price of RMB 24.40, The total amount of raised funds is RMB 1149998680. After deducting the underwriting Commission of securities companies of RMB 3400000000, the company received the raised funds of RMB 111599998680; After deducting other issuance expenses paid by the company totaling RMB 239032829, the net amount of actually raised funds is RMB 111360965851. All the above raised funds were received on September 6, 2016 and verified by the capital verification report Zhonghuan Yan Zi (2016) No. 010101 issued by Zhongshen Zhonghuan Certified Public Accountants (special general partnership) on September 6, 2016.
In 2021, the non-public issuance of A-share common shares generated interest on the funds deposited in the bank and deducted the bank handling charges, totaling RMB 15521322, and the raised funds used were RMB 60 million. As of December 31, 2021, the company has used a total of 110239161676 yuan of raised funds, and the balance of unused raised funds is 1407071357 yuan (including the interest generated from bank deposits of raised funds and deducting bank handling charges).
2、 Deposit and management of raised funds
(I) formulation and implementation of raised funds management system
The company has complied with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance of listed companies and the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies The measures for the administration of Gosun Holdings Co.Ltd(000971) raised funds are formulated in the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the announcement form of information disclosure of Shenzhen Stock Exchange No. 21 – special report form for the annual deposit and use of raised funds of listed companies.
According to the company’s raised funds management system and monetary funds management system, the company has opened a special bank account to store the raised funds. The project management department shall apply for the investment expenditure of all raised funds within the use plan of raised funds or the budget of the company, which shall be verified by the financial department, reviewed by the general manager, signed and approved by the chairman, and implemented by the project implementation unit. The use of raised funds shall be subject to daily supervision by the Audit Department of the company. The financial department shall regularly inspect the use of the raised funds and report the inspection to the board of directors and the board of supervisors.
(II) deposit of raised funds in special accounts and third-party supervision
1. Upon deliberation and approval of the 28th meeting of the 8th board of directors of the company, the company opened a special account for RMB raised funds (Account No.: 20 Grandjoy Holdings Group Co.Ltd(000031) 441700012674964) in Bank Of Beijing Co.Ltd(601169) East Chang’an Street sub branch. As of December 31, 2021, the balance of the special account for the deposit of raised funds is as follows:
Account balance of deposit bank (yuan)
Bank Of Beijing Co.Ltd(601169) East Chang’an Street sub branch 20 Grandjoy Holdings Group Co.Ltd(000031) 4417000126749641705.97
The company opened a special bank account for the deposit of raised funds. On September 7, 2016, the company signed the tripartite supervision agreement on raised funds with Bank Of Beijing Co.Ltd(601169) East Chang’an Street sub branch, independent financial consultant First Capital Securities Co.Ltd(002797) JPMorgan Securities Co., Ltd. (now renamed: First Capital Securities Co.Ltd(002797) securities underwriting and recommendation Co., Ltd.) to strictly approve the use of raised funds to ensure the special use of funds.
2. Upon deliberation and approval of the 29th meeting of the 8th board of directors of the company, Shanghai yingyue Network Technology Co., Ltd., a subsidiary of the company, opened a special account (account) for RMB raised funds in Bank Of Beijing Co.Ltd(601169) East Chang’an Street sub branch
20 Shenzhen Sed Industry Co.Ltd(000032) 920 Anhui Expressway Company Limited(600012) 981642）。 As of December 31, 2021, the balance of the special account for the deposit of raised funds is as follows:
Account balance of deposit bank (yuan)
Bank Of Beijing Co.Ltd(601169) East Chang’an Street sub branch 20 Shenzhen Sed Industry Co.Ltd(000032) 92091298164288678.62
The company opened a special bank account to store the raised funds. On December 15, 2016, the company signed the four party supervision agreement on raised funds with its subsidiaries Shanghai yingyue Network Technology Co., Ltd. Bank Of Beijing Co.Ltd(601169) East Chang’an Street sub branch, independent financial consultant First Capital Securities Co.Ltd(002797) JPMorgan Securities Co., Ltd. (now renamed: First Capital Securities Co.Ltd(002797) securities underwriting and recommendation Co., Ltd.), The use of raised funds shall be strictly examined and approved to ensure that the special funds are used for special purposes.
3. Approved by the 41st meeting of the 8th board of directors of the company, Shenzhen innovation Yunhai Technology Co., Ltd., a subsidiary of the company, opened a special account (account number) for RMB raised funds in Beijing Shijingshan branch of Shengjing bank
01107001020 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 00）。 As of December 31, 2021, the balance of the special account for the deposit of raised funds is as follows:
Account balance of deposit bank (yuan)
Shengjing Bank Beijing Shijingshan sub branch 0110700102 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 001398032898
The company opened a special bank account to store the raised funds. On June 20, 2017, the company signed the four party supervision agreement on raised funds with its subsidiaries Shenzhen innovation Yunhai Technology Co., Ltd., Beijing Shijingshan branch of Shengjing bank and First Capital Securities Co.Ltd(002797) JPMorgan Securities Co., Ltd. (now renamed First Capital Securities Co.Ltd(002797) securities underwriting and recommendation Co., Ltd.), The use of raised funds shall be strictly examined and approved to ensure that the special funds are used for special purposes.
4. Upon deliberation and approval of the 55th meeting of the ninth board of directors of the company, Shenzhen innovation Yunhai Technology Co., Ltd., a subsidiary of the company, opened a special account for RMB raised funds (Account No.: 102670 China Baoan Group Co.Ltd(000009) 08374) in Beijing Liangguang branch of Huaxia Bank. At present, the account has not been opened yet and has not signed the fund-raising supervision agreement with Hua Xia Bank Co.Limited(600015) Beijing Liangguang sub branch and First Capital Securities Co.Ltd(002797) JPMorgan Securities Co., Ltd. (now renamed First Capital Securities Co.Ltd(002797) securities underwriting and recommendation Co., Ltd.). As of December 31, 2021, the balance of the special account for the deposit of raised funds is as follows:
Account balance of deposit bank (yuan)
Hua Xia Bank Co.Limited(600015) Beijing Liangguang sub branch 102670 China Baoan Group Co.Ltd(000009) 083740.00
3、 Actual use of raised funds this year
For the actual use of the raised funds of the company up to 2021, please see Annex 1: comparison table of the use of raised funds (non-public issuance of A-share common shares in 2016).
4、 Change the use of funds of raised investment projects
On March 21, 2017, the 2016 annual general meeting of shareholders of the company considered and approved the proposal on changing the implementation mode and implementation subject of some raised investment projects, and changed the implementation mode of some cloud security system projects by acquiring the equity of Shenzhen innovation Yunhai Technology Co., Ltd. (hereinafter referred to as innovation Yunhai). The corresponding implementation subject was changed from the original Jilin Gaosheng Technology Co., Ltd. to the company, with a change amount of 75 million yuan.
On May 5, 2017, the first extraordinary general meeting of the company in 2017 deliberated and approved the proposal on changing some raised investment projects, changing the original raised investment project cloud security system project to Shenzhen Shenzhen Yan Tian Port Holdings Co.Ltd(000088) phase II data center project, and expanding the high-level data center operated by innovative cloud sea in Shenzhen Shenzhen Yan Tian Port Holdings Co.Ltd(000088) with a change amount of 172 million yuan.
The 47th meeting of the ninth board of directors and the 21st Meeting of the ninth board of supervisors held on July 24, 2020 and the first extraordinary general meeting of 2020 held on August 13, 2020 respectively considered and adopted the proposal on changing the purpose of part of the raised funds for permanent replenishment of working capital. The company adjusted the investment amount of the raised funds of Shenzhen Yantian phase II data center project from 172 million yuan to 102 million yuan, and permanently supplemented the working capital with the remaining raised funds of 70 million yuan. 5、 Problems in the use and disclosure of raised funds
The company used the raised funds in accordance with the provisions and requirements of relevant laws, regulations and normative documents, and disclosed the use of the raised funds in a timely, true, accurate and complete manner. There were no violations in the use and management of the raised funds.
The board of directors of the company guarantees that the contents of the above report are true, accurate and complete, and there are no false records, misleading statements or major omissions.
Gosun Holdings Co.Ltd(000971) board of directors April 26, 2022
Comparison table of use of raised funds
Unit: RMB 10000
The total amount of raised funds (net amount after deducting various issuance expenses) is 11136097, which has been invested in raising this year
Total fund-raising Shanghai Pudong Development Bank Co.Ltd(600000)
The total amount of raised funds with changed purposes during the reporting period was 0.00
The accumulated total amount of raised funds for changing purposes is 2470000, which has been invested in raising
The total amount of funds raised is 11023916
The cumulative proportion of total raised funds with changed purposes is 21.73%
Whether the adjusted raised funds have been invested by the end of the current year; whether the accumulated investment projects by the end of the current year have reached the expected value; whether the actual investment projects by the end of the current year have reached the project feasibility; whether the committed investment projects and the over raised funds have been invested in more projects (including the total amount of committed investment) (1) the amount of invested funds (2) the progress (%) (3) Benefits of fixed available cash (whether there is significant change in estimated benefits) (total amount = (2) / (1) significant change in status date
Committed investment projects
Payment of cash consideration for issuing shares to purchase underlying assets no 50 Shenzhen Fountain Corporation(000005) 000000 0.005000000 1
