catalogue
1、 Assurance report on the annual deposit and use of raised funds Page 1-2 II. Special report on the annual storage and use of raised funds…………… Page 3-14
Verification report on annual deposit and use of raised funds
TJS [2022] No. 5069
Hangzhou Century Co.Ltd(300078) all shareholders:
We have verified the attached special report on the annual deposit and use of raised funds in 2021 prepared by the board of directors of Hangzhou Century Co.Ltd(300078) (hereinafter referred to as Hangzhou Century Co.Ltd(300078) company).
1、 Restrictions on the users and purposes of the report
This assurance report is only used for the disclosure of the annual report of Hangzhou Century Co.Ltd(300078) company and shall not be used for any other purpose. We agree to take this assurance report as a necessary document for the annual report of Hangzhou Century Co.Ltd(300078) company, submit it together with other documents and disclose it to the public.
2、 Responsibilities of the board of directors
The responsibility of Hangzhou Century Co.Ltd(300078) company’s board of directors is to provide true, legal and complete relevant materials, and prepare the special report on the annual deposit and use of raised funds in accordance with the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM (SZS [2022] No. 14) and relevant format guidelines, and ensure that its contents are true, accurate and complete, There are no false records, misleading statements or major omissions.
3、 Responsibilities of Certified Public Accountants
Our responsibility is to independently put forward the assurance conclusion of the above report prepared by the board of directors of Hangzhou Century Co.Ltd(300078) company on the basis of the implementation of the assurance work.
4、 Job overview
We have carried out the assurance business in accordance with the provisions of the practice standards of Chinese certified public accountants. The Chinese CPA practice standards require us to plan and implement the assurance work to obtain reasonable assurance about whether the information of the assurance object is free from material misstatement. In the assurance process, we have implemented procedures that we consider necessary, including checking accounting records. We believe that our assurance work provides a reasonable basis for expressing opinions.
5、 Assurance conclusion
On April 27, 2022, we issued a qualified audit report on the 2021 financial statements of Hangzhou Century Co.Ltd(300078) company (TJs [2022] No. 5068). In our opinion, in addition to the influence of the matters with qualified opinions in the audit report, the special report on the annual deposit and use of raised funds in 2021 prepared by the board of directors of Hangzhou Century Co.Ltd(300078) company complies with the provisions of the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM (SZS [2022] No. 14) and relevant format guidelines, It truthfully reflects the actual deposit and use of the funds raised by Hangzhou Century Co.Ltd(300078) company in 2021. Tianjian Certified Public Accountants (special general partnership) Chinese certified public accountant:
Hangzhou, China Certified Public Accountant:
April 27, 2002
Hangzhou Century Co.Ltd(300078)
Special report on the annual storage and use of raised funds
According to the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies (SZS [2022] No. 14) and relevant format guidelines issued by Shenzhen Stock Exchange, the deposit and use of the company’s raised funds in 2021 are specially explained as follows.
1、 Basic information of raised funds
（1） Actual amount of raised funds and time of fund arrival
1. Non public offering of shares to raise funds
With the approval of zjxk [2019] No. 1442 document of China Securities Regulatory Commission and the consent of your exchange, the company has Caitong Securities Co.Ltd(601108) adopted the method of non-public offering to issue 513901 million RMB common shares (A shares) to specific objects at an issue price of 11.15 yuan per share, raising a total of 5729999 million yuan, After deducting 6.4179 million yuan of underwriting and recommendation fees, the raised fund was 566582 million yuan, which was remitted to the capital verification account of the company by the lead underwriter Caitong Securities Co.Ltd(601108) on November 12, 2019. In addition, after deducting the additional external expenses directly related to the issuance of equity securities, such as reporting accountant fees and lawyer fees, the net amount of funds raised by the company this time is 565402800 yuan. The availability of the above raised funds has been verified by Tianjian Certified Public Accountants (special general partnership), who issued the capital verification report (Tianjian Yan [2019] No. 381).
2. Public issuance of convertible corporate bonds to raise funds
With the approval of zjxk [2020] No. 3372 document of China Securities Regulatory Commission and the consent of your exchange, the company issued 8170000 convertible corporate bonds by Citic Securities Company Limited(600030) adopting the method of issuing to unspecified objects, each with a face value of RMB 100.00 and a face value of RMB 817 million, After deducting 9.99 million yuan of underwriting and recommendation fees, the raised capital was 807.01 million yuan, which was remitted to the raised capital supervision account of the company by the lead underwriter Citic Securities Company Limited(600030) on February 1, 2021. In addition, after deducting the external expenses directly related to the issuance of convertible corporate bonds, such as lawyer’s fees, accountant’s fees, credit rating fees and issuance handling fees, including tax, and adding the deductible VAT input tax of 684700 yuan, the net amount of funds raised by the company this time is 805588500 yuan. The availability of the above raised funds has been verified by Tianjian Certified Public Accountants (special general partnership), who issued the verification report (Tianjian Yan [2021] No. 40).
（2） Use and balance of raised funds
1. Non public offering of shares to raise funds
Monetary unit: RMB 10000
Item No. amount
Net amount of raised funds a 5654028
Project investment B12281402 accumulated amount as of the beginning of the period
Net interest income B2 827.31
Project investment C1 414554 current amount
Net interest income C2 331.02
Project investment D1 = B1 + C12695956 accumulated amount by the end of the period
Net interest income D2 = B2 + C2 115833
Balance of raised funds payable e = a-d1 + D23073905
Actual balance of raised funds f 1255605
Difference g = E-F 1818300 [note]
The balance of RMB 18.305 million from the company’s own fund raised for the R & D project and the actual balance of RMB 18.305 million from the company’s own fund raised for the subsequent application of data technology in Hangzhou was used as the supplementary fund of the company’s R & D project, and the balance of RMB 18.305 million from the company’s own fund raised for the subsequent application of data technology in Hangzhou was used as the supplementary fund of the company’s R & D project
2. Issue convertible corporate bonds to unspecified objects to raise funds
Monetary unit: RMB 10000
Item No. amount
Net amount of raised funds a 8055885
Project input B1
Accumulated amount as of the beginning of the period
Net interest income B2
Project investment C11746358 current amount
Net interest income C2 122417
Accumulated amount by the end of the period: project investment D1 = B1 + C11746358
Item No. amount
Net interest income D2 = B2 + C2 122417
The balance of funds raised should be e = a-d1 + D26431944
Actual balance of raised funds f 2431944
Difference g = E-F 4000000 [note]
[note] the difference between the actual balance of raised funds of 243194400 yuan and the balance of raised funds of 643194400 yuan is 400 million yuan, which is that the company has not yet expired the purchase of structured financial products with raised funds of 400 million yuan
2、 Deposit and management of raised funds
（1） Management of raised funds
1. Non public offering of shares to raise funds
In order to standardize the management and use of raised funds, improve the efficiency and efficiency of fund use, and protect the rights and interests of investors, In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of GEM stocks of Shenzhen Stock Exchange (revised in December 2020) (SZS [2020] No. 1292) and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies (SZS [2022] No. 14) and other relevant laws, regulations and normative documents, In combination with the actual situation of the company, the management system of Hangzhou Century Co.Ltd(300078) raised funds (hereinafter referred to as the management system) is formulated.
According to the management system, the company implements special account for the raised funds, establishes a special account for the raised funds in the bank, and together with the sponsor Caitong Securities Co.Ltd(601108) signed the tripartite supervision agreement for the raised funds with Agricultural Bank Of China Limited(601288) Hangzhou Binjiang sub branch, China Citic Bank Corporation Limited(601998) Hangzhou branch and Bank Of Ningbo Co.Ltd(002142) Hangzhou Chengbei sub branch in December 2019. In January 2020, the company The subsidiary Yihui Technology Co., Ltd. and the sponsor Caitong Securities Co.Ltd(601108) signed the four party supervision agreement on raised funds with Agricultural Bank Of China Limited(601288) Hangzhou Binjiang sub branch and China Citic Bank Corporation Limited(601998) Hangzhou branch respectively, clarifying the rights and obligations of all parties. In May 20202020, in May 2020, the company hired 60030 thecompany and Agricultural Bank Of China Limited(601288) Hangzhou Binjiang sub branch China Citic Bank Corporation Limited(601998) Hangzhou branch and the sponsor Citic Securities Company Limited(600030) re signed the four party supervision agreement on raised funds. There is no duplication between the three-party supervision agreement and the four-party supervision agreement and the model three-party supervision agreement of Shenzhen Stock Exchange
