China Galaxy Securities Co.Ltd(601881)
About Tongyu Communication Inc(002792)
Verification opinions on annual deposit and actual use of raised funds in 2021
China Galaxy Securities Co.Ltd(601881) (hereinafter referred to as "Galaxy Securities" or "sponsor") as a sponsor under the continuous supervision of Tongyu Communication Inc(002792) (hereinafter referred to as " Tongyu Communication Inc(002792) " or "company"), In accordance with the measures for the administration of securities issuance and listing recommendation business, the Listing Rules of Shenzhen Stock Exchange, the guidelines for the recommendation of listed companies 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, the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds of listed companies and other relevant provisions, The annual deposit and use of the raised funds in Tongyu Communication Inc(002792) 2021 were checked. The details are as follows:
1、 Basic information of raised funds
(I) actual amount of funds raised and time of funds in place
With the approval of the reply on approving Tongyu Communication Inc(002792) non-public Development Bank shares (zjxk [2021] No. 2272) issued by China Securities Regulatory Commission, the company issued 64216766 ordinary shares to specific investors by means of non-public offering, with an issue price of 12.64 yuan per share and a total amount of 81169992224 yuan of funds to be raised. After deducting 1184405580 yuan of issuance expenses excluding tax in accordance with relevant regulations, The actual amount of funds raised was 79985586644 yuan. The raised funds have been received on November 22, 2021. The receipt of the above funds has been verified by the capital verification report (xcyz [2021] No. 518z0116) issued by Rongcheng Certified Public Accountants (special general partnership). The company has adopted special account storage management for the raised funds.
(II) use and balance of raised funds
In 2021, the use of the company's raised funds is as follows: (1) after the above raised funds are in place, the company plans to use the raised funds to replace the self raised funds of 770924 million yuan invested in the investment projects with raised funds in advance, and the replacement has not been completed as of December 31, 2021; (2) 31 million yuan was directly invested in the project. In 2021, the company used a total of 31 million yuan of raised funds. After deducting the accumulated used raised funds, the balance of raised funds was 7 Shenzhen Hymson Laser Intelligent Equipments Co.Ltd(688559) million yuan. The net amount of interest income of the special account for raised funds after deducting bank handling fees and account management fees was -0500 yuan. The total balance of the special account for raised funds on December 31, 2021 was 7688554 million yuan.
2、 Deposit and management of raised funds
In accordance with relevant laws and regulations and the CSRC's guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, guidelines for the self regulatory supervision of listed companies No. 1 - standardized operation of listed companies on the main board, detailed rules for the implementation of non-public offering of shares by listed companies, and Following the principles of standardization, safety, efficiency and transparency, the company has formulated the measures for the administration of raised funds and made clear provisions on the storage, approval, use, management and supervision of raised funds, so as to ensure the standardized use of raised funds.
On December 14, 2021, the company, China Construction Bank Corporation(601939) Zhongshan branch (hereinafter referred to as " China Construction Bank Corporation(601939) Zhongshan branch") and China Galaxy Securities Co.Ltd(601881) (hereinafter referred to as "Galaxy Securities") signed the tripartite supervision agreement on raised funds and opened a special account for raised funds (Account No.: 440501780504 Shenzhen Huakong Seg Co.Ltd(000068) 9); The company, Wuhan Guangwei Communication Technology Co., Ltd. (hereinafter referred to as "Wuhan Guangwei") signed the tripartite supervision agreement on raised funds with Zhongshan branch of Dongguan Bank Co., Ltd. (hereinafter referred to as "Zhongshan branch of Dongguan bank") and Galaxy Securities, and opened a special account for raised funds (account No.: 579 Shahe Industrial Co.Ltd(000014) 22647); The company and Wuhan Guangwei signed the tripartite supervision agreement on raised funds with Industrial Bank Co.Ltd(601166) Zhongshan branch (hereinafter referred to as Industrial Bank Co.Ltd(601166) Zhongshan branch) and Galaxy Securities, and opened a special account for raised funds (Account No.: 396050100100134575); The company, Shenzhen Guangtong Intelligent Technology Co., Ltd., Zhongshan branch of Guangdong Development Bank Co., Ltd. (hereinafter referred to as "Zhongshan branch of Guangdong Development Bank") and Galaxy Securities signed the tripartite supervision agreement on raised funds and opened a special account for raised funds (Account No.: 9550880230475 China Cssc Holdings Limited(600150) ). There is no significant difference between the tripartite regulatory agreement and the model tripartite regulatory agreement of Shenzhen Stock Exchange, and there is no problem in the performance of the tripartite regulatory agreement.
As of December 31, 2021, the storage of raised funds is as follows:
Monetary unit: RMB 10000
Bank name bank account balance
China Construction Bank Corporation(601939) Zhongshan branch 440501780504 Shenzhen Huakong Seg Co.Ltd(000068) 93885.54
Industrial Bank Co.Ltd(601166) Zhongshan branch 3960501001345751400000
Zhongshan branch of Dongguan bank 579 Shahe Industrial Co.Ltd(000014) 226473800000
Zhongshan branch of Guangdong Development Bank 9550880230475 China Cssc Holdings Limited(600150) 2100000
Total 7688554
3、 Actual use of raised funds in 2021
As of December 31, 2021, the raised funds actually invested by the company in relevant projects totaled 31 million yuan. See attached table 1 for the investment and benefits of each project.
4、 Change the use of funds for investment projects with raised funds
As of December 31, 2021, there was no change in the investment projects of the company's raised funds.
5、 Problems in the use and disclosure of raised funds
The company uses the raised funds in accordance with the provisions and requirements of relevant laws, regulations and normative documents, and timely discloses the use of the raised funds. There are no violations in the use and management of the raised funds. 6、 Verification opinions of the recommendation institution
The sponsor checked the deposit and use of Tongyu Communication Inc(002792) raised funds and the implementation of the investment project with raised funds by consulting materials and checking bank statements. The main verification contents include: consulting and checking the bank statement of the company's raised funds, relevant reports of intermediaries, relevant supporting documents on the use of raised funds, etc.
After verification, the sponsor believes that: Tongyu Communication Inc(002792) the annual use of the raised funds in 2021 complies with the provisions of regulations and documents such as the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, and the raised funds have been stored and used in a special account, and there is no situation of changing the purpose of the raised funds in a disguised manner and damaging the interests of shareholders, There is no illegal use of the raised funds.
The recommendation institution has no objection to the annual deposit and actual use of the raised funds in Tongyu Communication Inc(002792) 2021.
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(there is no text on this page, which is the signature and seal page of China Galaxy Securities Co.Ltd(601881) verification opinions on the deposit and actual use of raised funds in Tongyu Communication Inc(002792) 2021)
Sponsor representative:
Wang Fei, Guo Yuliang
China Galaxy Securities Co.Ltd(601881) mm / DD / yyyy Schedule 1:
Comparison table of use of raised funds in 2021
Unit: 10000 yuan
The total amount of funds raised is 8116999, and the total amount of funds invested and raised in this year is 310000
Total amount of raised funds with changed purposes during the reporting period
The accumulated total amount of raised funds with changed purposes has been invested in the total amount of raised funds of 310000
Proportion of total raised funds with accumulative change of purpose
Whether the raised funds have been changed and invested in the current year after adjustment. By the end of the period, whether the invested projects have reached the expected realization of the current year, whether the project feasibility has been achieved, and whether there has been a significant change in the committed investment projects (including the total amount of committed investment) (1) the cumulative investment degree (%) (3) = the benefits of the fixed availability and the expected benefits
Total amount of partial change (2) (2) / (1) status date
1. Committed investment projects Acquisition of Shenzhen guangweiguang
Communication Technology Co., Ltd. no less 388559388559 0.00% not applicable not applicable no
Equity items of minority shareholders
2. The construction period of high-speed optical communication devices and optical devices is 2 years, which is the current year
Module R & D and production project no 380 Shenzhen Capstone Industrial Co.Ltd(000038) 00000 0.00% annual project has not been generated yet, not applicable no
Actual benefits
3. Whether Wuhan R & D center is built 14 Ping An Bank Co.Ltd(000001) 400000 0.00% the construction period is 2. This item is not applicable in this year no
The project year has not been generated yet
Actual benefits
4. The R & D and construction period of wireless communication system is 2 years, which is the current year
And whether the industrialization project is 2100000 or not
