UBS Securities Co., Ltd. on Jihua Group Corporation Limited(601718)
Verification report on the deposit and use of raised funds in 2021
UBS Securities Co., Ltd. (hereinafter referred to as "UBS Securities" and "sponsor") is the sponsor of Jihua Group Corporation Limited(601718) (hereinafter referred to as " Jihua Group Corporation Limited(601718) " and "company"), In accordance with the requirements of the measures for the administration of securities issuance and listing recommendation business, the guidelines for the self-discipline supervision of listed companies of Shanghai Stock Exchange No. 1 - standardized operation, the stock listing rules of Shanghai Stock Exchange, 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) and other relevant provisions, a special verification was conducted on the deposit and use of raised funds in Jihua Group Corporation Limited(601718) 2021, The verification is reported as follows:
1、 Basic information of raised funds
(I) funds raised from initial public offering of a shares
With the approval of the reply on approving Jihua Group Corporation Limited(601718) initial public offering of shares (zjxk [2010] No. 884) issued by China Securities Regulatory Commission, on August 4, 2010, Jihua Group Corporation Limited(601718) publicly issued 1157 million RMB common shares (A shares) to the public, with an issue price of 3.50 yuan / share. The total amount of funds raised in this issue was 4049.5 million yuan, After deducting the issuance expenses of 1357241 million yuan, the net amount of funds actually raised was 39137759 million yuan. The receipt of the above funds has been verified by zhongruiyuehua certified public accountants Co., Ltd. on August 9, 2010, and the capital verification report zryhyz [2010] No. 204 has been issued.
Jihua Group Corporation Limited(601718) previous years, the total amount of raised funds invested was 36310105 million yuan, and the amount used in 2021 was 1183694 million yuan. As of December 31, 2021, the balance of raised funds in the special account for raised funds plus income and expenditure such as interest and handling charges of 2497356 million yuan was 2 Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) million yuan.
(II) funds raised by non-public offering of a shares
On November 9, 2016, Jihua Group Corporation Limited(601718) received the reply on approving Jihua Group Corporation Limited(601718) non-public development of shares (zjxk [2016] No. 2584) issued by China Securities Regulatory Commission, approving the company's non-public offering of no more than 534629404 new shares Jihua Group Corporation Limited(601718) adopts the method of non-public offering to issue 534629404 RMB ordinary shares (A shares) to specific objects at an issue price of 8.19 yuan / share. The total amount of the guarantee issued includes RMB 43781800 (including the total amount of the guarantee issued)
After the recommendation fee, underwriting fee, lawyer fee, capital verification fee and other issuance expenses) are 6569977790 yuan, the company will raise capital
The net amount is 431291504086 yuan. Lixin Certified Public Accountants (special general partnership)
On April 18, 2017, the receipt of funds raised by the company's non-public offering of shares was verified and
The capital verification report (xksbz [2017] No. zb10691) was issued on April 18, 2017.
Jihua Group Corporation Limited(601718) the total amount of raised funds invested in previous years was 16238202 million yuan; Use idle fund raising
Temporary supplement of working capital of RMB 1 million; In 2021, the company put into use and raised 867399 million funds
As of December 31, 2021, the due balance of the deposit in the special account for raised funds is 16023549 yuan, plus
307549900 yuan of interest and handling charges, and the actual balance is 19099048 million yuan.
2、 Management of raised funds
(I) management of funds raised from initial public offering of a shares
On August 19, 2010, Jihua Group Corporation Limited(601718) and UBS Securities and Industrial And Commercial Bank Of China Limited(601398) North
Beijing Xingfu Street sub branch, China Construction Bank Corporation(601939) Beijing Chaoyang sub branch, China China Minsheng Banking Corp.Ltd(600016) Co., Ltd
Limited company Beijing Gongti North Road sub branch, China Citic Bank Corporation Limited(601998) Beijing Fortune Center sub branch, China Everbright
Beijing Fengtai sub branch of Bank Co., Ltd. has signed the tripartite supervision agreement on raised funds, which has been up to 2021
On December 31, 2003, the tripartite supervision agreement on raised funds was well performed.
Jihua Group Corporation Limited(601718) the raised funds shall be stored in a special account, and all the raised funds shall be deposited in a special bank account. As of December 31, 2021, the deposits of raised funds in special bank accounts are as follows:
Monetary unit: RMB
Remarks on initial deposit amount of bank account and balance of raised funds
Industrial And Commercial Bank Of China Limited(601398) 02000472920048464847077591400 - closed account (special account for raising funds from Beijing Xingfu Street sub branch)
Industrial And Commercial Bank Of China Limited(601398) 020004729200559627 - closed account (special account for raising funds from Beijing Xingfu Street sub branch)
Beijing Xingfu Street sub branch fund raising account closed
China Construction Bank Corporation(601939) 110010187 Bingshan Refrigeration & Heat Transfer Technologies Co.Ltd(000530) 1080143100000000 - closed account (special account for raising funds from Beijing Chaoyang sub branch)
China Minsheng Banking Corp.Ltd(600016) 010601417 Longzhou Group Co.Ltd(002682) 61296000 China Vanke Co.Ltd(000002) Chengdu Rml Technology Co.Ltd(301050) 9186 current (special account for raised funds of Beijing Gongti North Road sub branch)
China Citic Bank Corporation Limited(601998) 7114110182 Inner Mongolia Baotou Steel Union Co.Ltd(600010) 525141 Shanghai Pudong Development Bank Co.Ltd(600000) 000 - closed account (special account for raising funds from Beijing Fortune Center sub branch)
China Everbright Bank Company Limited Co.Ltd(601818) 35340188 Shenzhen Huaqiang Industry Co.Ltd(000062) 54230000000000 - closed account (special account for raising funds from Beijing Fengtai sub branch)
Total 3913775914 Shenzhen Comix Group Co.Ltd(002301) 0509186
Note: China Construction Bank Corporation(601939) , China Everbright Bank Company Limited Co.Ltd(601818) , China Citic Bank Corporation Limited(601998) , Industrial And Commercial Bank Of China Limited(601398) accounts have been cancelled because there is no balance.
(II) management of funds raised by non-public issuance of a shares
On April 28, 2017, May 12, 2017 and May 15, 2017, Jihua Group Corporation Limited(601718) and UBS Securities branch
Do not contact Industrial And Commercial Bank Of China Limited(601398) Beijing Xingfu Street sub branch and China Citic Bank Corporation Limited(601998) Beijing Finance
Fuzhong sub branch and China Minsheng Banking Corp.Ltd(600016) Beijing Liangmaqiao sub branch of China signed the tripartite supervision agreement on raised funds. As of December 31, 2021, the tripartite supervision agreement on raised funds has been well performed.
Jihua Group Corporation Limited(601718) the raised funds shall be stored in a special account, and all the raised funds shall be deposited in a special bank account. As of December 31, 2021, the deposits of raised funds in special bank accounts are as follows:
Monetary unit: RMB
Remarks on the initial deposit amount and raised fund balance of the account number of the deposit bank
Fund raising account of Beijing Jinyi sub branch ( Shanghai Pudong Development Bank Co.Ltd(600000) yuan)
China Citic Bank Corporation Limited(601998) Beijing Fortune Center 81107010140010776708 Shanghai Pudong Development Bank Co.Ltd(600000) 0000 - closed account
China Industrial And Commercial Bank Of China Limited(601398) Co., Ltd. has closed account (Beijing Xingfu Street Branch of raising Co., Ltd. 020000472920068332221731421130 - special fund account)
Total 431731421130190990483914
Note: the initial deposit amount includes the unpaid issuance fee of 439917044 yuan.
3、 Actual use of raised funds this year
(I) actual use of funds raised from initial public offering of a shares
In 2021, Jihua Group Corporation Limited(601718) initial public offering of A-Shares raised funds. See attached table 1 for details.
1. Idle raised funds to supplement working capital
In 2021, Jihua Group Corporation Limited(601718) did not use idle raised funds to supplement working capital.
2. Replacement of self raised funds for projects invested with raised funds in advance with raised funds
In 2021, Jihua Group Corporation Limited(601718) there was no possibility of using the raised funds to replace the investment projects invested with the raised funds in advance
Self raised funds.
3. Utilization of surplus raised funds
In 2021, Jihua Group Corporation Limited(601718) did not use the surplus funds of raised investment projects for other raised investment projects or non raised investment projects
Status of the project.
4. Other information about the use of raised funds
Jihua Group Corporation Limited(601718) there are no other situations in which the raised funds are used.
5. Problems in the use and disclosure of raised funds
After verification by the sponsor, the relevant information on the use of the funds raised by Jihua Group Corporation Limited(601718) initial public offering of A-Shares during the reporting period can be disclosed in a timely, true, accurate and complete manner, and there is no violation of the management of raised funds.
(II) actual use of funds raised by non-public issuance of a shares
In 2021, Jihua Group Corporation Limited(601718) non-public offering of A-Shares raised funds are detailed in Schedule 2.
1. Idle raised funds to supplement working capital
On August 26, 2020, after deliberation and approval at the 24th Meeting of the Fourth Board of directors, the company temporarily supplemented the working capital with some idle funds raised by non-public offering of shares in 2017, with a total amount of no more than 700 million yuan and a period of no more than 12 months, i.e. August 26, 2020 to August 25, 2021. The independent directors, the board of supervisors and the sponsor UBS Securities Co., Ltd. all expressed relevant opinions. On August 24, 2021, the company returned all the above 700 million yuan to the company's special account for raised funds, informed the company's sponsor UBS Securities Co., Ltd. and the sponsor representative of the return of the raised funds, and made timely information disclosure.
On August 26, 2021, after deliberation and approval at the fifth meeting of the Fifth Board of directors of the company, the company used some idle funds raised by non-public offering of shares in 2017 to temporarily supplement working capital, with a total amount of no more than 1 billion yuan and a period of no more than 12 months, i.e. August 26, 2021-august 25, 2022. The independent directors, the board of supervisors and the sponsor UBS Securities Co., Ltd. all expressed relevant opinions.
As of December 31, 2021, the company has used the raised funds of RMB 1 billion to temporarily supplement the working capital.
2. Replacement of self raised funds for projects invested with raised funds in advance with raised funds
In 2021, Jihua Group Corporation Limited(601718) there was no self raised fund to replace the project invested with raised funds in advance.
3. Utilization of surplus raised funds
In 2021, Jihua Group Corporation Limited(601718) there was no case that the surplus funds of raised investment projects were used for other raised investment projects or non raised investment projects.
4. Other information about the use of raised funds
In December 2020, in order to avoid idle raised funds, improve use efficiency, concentrate resources on the development of main business, support the implementation of Jihua's 14th five year plan strategy and promote the high quality of listed companies
