Kyland Technology Co.Ltd(300353)
Gem issues a report on the issuance of shares to specific objects through simple procedures
Sponsor (co lead underwriter)
(Building 4, No. 66 Anli Road, Chaoyang District, Beijing)
Co lead underwriter
(room 2004, 20th floor, Dacheng International Building, No. 358, Beijing South Road, high tech Zone (new urban area), Urumqi, Xinjiang) January 2002
Statement of all directors, supervisors and senior managers of the issuer
All directors, supervisors and senior managers of the company promise that there are no false records, misleading statements or major omissions in the issuance report, and bear corresponding legal liabilities for its authenticity, accuracy and completeness.
director:
Li Ping, Xue Baihua, Cao Hongxi
Yang xiaoteng, Wang Xiaolan, Wang Wenhai
Huang Dehan
supervisor:
Wang Ailian, Zhu Yingtian Fang
Senior management:
Li Ping, Xue Baihua, Yan Zhiwei
Li Xia, Li Xiaodong, Wu Jianguo
Jiang Chaosheng
Kyland Technology Co.Ltd(300353) January 14, 2022
catalogue
interpretation…… Section 1 basic information of this offering 4 I. relevant procedures to be performed in this offering 4 II. Summary of this offering 6 III. distribution objects of this issuance IV. relevant institutions of this offering Section II comparison of relevant situations before and after issuance 17 I. shareholders before and after this offering 17 II. Shareholding changes of directors, supervisors and senior managers 18 III. impact of this issuance on the company Section III concluding comments of the recommendation institution on the issuance process and the compliance of the issuance object to specific objects through summary procedures 21 I. opinions on the compliance of the pricing process of this offering 21 II. Opinions on the compliance of the selection of the issuing object Section IV concluding opinions of the issuer’s lawyer on the issuance process and compliance of the issuer to specific objects through summary procedures 22 Section V statements related to this offering 23 I. The sponsor (co lead underwriter) declares that 23 II. Statement of the co lead underwriters 23 III. statement of the issuer’s lawyer 24 IV. statement of the audit institution 26 v. statement of capital verification institution Section VI documents for future reference 28 I. documents for future reference 28 II. Place for future reference 28 III. reference time twenty-eight
interpretation
In this issuance report, unless the context otherwise requires, the following words have the following meanings: Kyland Technology Co.Ltd(300353) , the issuer, refers to the Kyland Technology Co.Ltd(300353) company, the issuance of the company, this issuance, and this refers to the issuance of A-Shares to specific objects by summary procedure in Kyland Technology Co.Ltd(300353) 2021
A shares refer to RMB common shares listed in China
The pricing base date refers to the first day of the issuance period of this issuance
“Invitation to subscribe” means the Kyland Technology Co.Ltd(300353) invitation to subscribe for the issuance of shares to specific objects through summary procedures
“Subscription quotation” refers to the Kyland Technology Co.Ltd(300353) subscription quotation for issuing shares to specific objects through simple procedures
“Payment notice” refers to the Kyland Technology Co.Ltd(300353) payment notice for issuing shares to specific objects through summary procedures
CSRC refers to the China Securities Regulatory Commission
Shenzhen stock exchange refers to Shenzhen Stock Exchange
Sponsor, China Securities Co.Ltd(601066) refers to China Securities Co.Ltd(601066) securities
Co lead underwriters refer to China Securities Co.Ltd(601066) , Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd
Lawyer of the issuer and Zhonglun law firm refer to the lawyer of Beijing Zhonglun law firm
ShineWing means ShineWing Certified Public Accountants (special general partnership)
Tianzhi international means Tianzhi International Certified Public Accountants (special general partnership)
Lixin certified public accountants refers to Lixin Certified Public Accountants (special general partnership)
The reporting period and the last three years refer to 2018, 2019, 2020 and January September 2021
stage
Board of directors means the Kyland Technology Co.Ltd(300353) board of directors
Board of supervisors means the Kyland Technology Co.Ltd(300353) board of supervisors
General meeting means Kyland Technology Co.Ltd(300353) general meeting of shareholders
3. The board of directors refers to the general meeting of shareholders, the board of directors and the board of supervisors
Articles of association means the Kyland Technology Co.Ltd(300353) articles of association
Company law means the company law of the people’s Republic of China
Securities Law means the securities law of the people’s Republic of China
The implementation rules refer to the implementation rules for securities issuance and underwriting of companies listed on the gem of Shenzhen Stock Exchange
Listing Rules refer to Shenzhen Stock Exchange GEM Listing Rules
Yuan, ten thousand yuan and one hundred million yuan refer to RMB yuan, ten thousand yuan and one hundred million yuan
There are differences in the mantissa between the sum of some totals and each addend in this issuance report. These differences are caused by rounding.
Section I basic information of this offering
1、 Relevant procedures to be performed in this offering
(I) internal decision-making procedures for the issuance
The issuer has fulfilled the decision-making procedures stipulated in the company law, the securities law and the China Securities Regulatory Commission and Shenzhen stock exchange for the issuance of shares to specific objects through simple procedures. The details are as follows:
On November 15, 2021, the issuer held the 41st meeting of the 5th board of directors, The proposal on the company’s compliance with the conditions for issuing shares to specific objects through summary procedures, the proposal on the company’s plan for issuing shares to specific objects through summary procedures in 2021, and the proposal on the company’s plan for issuing shares to specific objects through summary procedures in 2021 were reviewed and approved Proposal on the demonstration and analysis report of the company’s plan to issue shares to specific objects in 2021 through simple procedures and proposal on the feasibility analysis report of the company’s use of funds raised by issuing shares to specific objects in 2021 through simple procedures Proposals related to this offering, such as the proposal on diluting immediate return and filling return measures and commitments of relevant subjects for the company to issue shares to specific objects with summary procedures, the proposal on the company’s shareholder return plan for the next three years (2021-2023), etc. On November 26, 2021, the issuer held the 42nd meeting of the Fifth Board of directors, The proposal on the bidding results of the company’s issuance of shares to specific objects in 2021 through simple procedures, the proposal on signing a share subscription agreement with specific objects with effective conditions, and the proposal on the company’s non recurring income statement were reviewed and approved Proposal on the authenticity, accuracy and completeness of the prospectus for the issuance of shares to specific objects by the company’s gem through simple procedures, proposal on the company’s plan for the issuance of shares to specific objects by simple procedures in 2021 (Revised Draft), proposal on the demonstration and analysis report of the company’s plan for the issuance of shares to specific objects by simple procedures in 2021 (Revised Draft) The proposal on the feasibility analysis report (Revised Version) of the company’s issuance of shares to specific objects in 2021, the proposal on the company’s internal control self-evaluation report on September 30, 2021, the proposal on the company’s internal control assurance report and other proposals related to this issuance.
(II) review process of the issuance supervision department
On December 13, 2021, Shenzhen stock exchange accepted the company’s application for issuing shares to specific objects through summary procedures and received the notice on accepting Kyland Technology Co.Ltd(300353) application documents for issuing shares to specific objects (szss [2021] No. 504) approved and issued by Shenzhen Stock Exchange. The issuance and listing audit institution of Shenzhen Stock Exchange reviewed the application documents of the company for issuing shares to specific objects through simple procedures, and submitted the application documents to the CSRC for registration on December 16, 2021.
On December 28, 2021, the issuer received the reply on approving Kyland Technology Co.Ltd(300353) to issue shares to specific objects for registration (zjxk [2021] No. 4069) issued by China Securities Regulatory Commission, and agreed to the company’s application for registration of issuing shares to specific objects through simple procedures.
(III) payment for issuance and capital verification
All subscription funds for this offering are subscribed in cash. On December 30, 2021, the recommendation institution sent the payment notice for Kyland Technology Co.Ltd(300353) issuing shares to specific objects through summary procedure to the allocated issuance objects by mail. As of December 31, 2021, China Securities Co.Ltd(601066) the special account for subscription funds designated by securities has received a total subscription amount of 159999995.60 yuan paid by investors participating in the subscription of shares issued to specific objects. On December 31, 2021, China Securities Co.Ltd(601066) securities will transfer the balance of RMB 156132071.07 after deducting the initial recommendation and underwriting fee of RMB 3867924.53 (excluding tax) to the bank account designated by Kyland Technology Co.Ltd(300353) .
On January 5, 2022, ShineWing Certified Public Accountants (special general partnership) verified the special account for subscription funds designated by China Securities Co.Ltd(601066) securities and issued the capital verification report on the arrival of subscription funds for Kyland Technology Co.Ltd(300353) issuing common shares (A shares) to specific objects (xyzh / 2021tjaa10172).
On January 5, 2022, ShineWing Certified Public Accountants (special general partnership) issued the capital verification report on the paid in situation of Kyland Technology Co.Ltd(300353) newly increased registered capital as of December 31, 2021 (xyzh / 2021tjaa10171). After verification, as of December 31, 2021, the initial sponsorship and underwriting expenses of RMB 3867924.53 (excluding tax) were deducted, The actually paid in capital is 156132071.07 yuan. The total amount of funds raised in this issuance is 159999995.60 yuan. After deducting the issuance expenses of 5288918.08 yuan (excluding tax), Kyland Technology Co.Ltd(300353) the net amount of funds raised in this issuance is 154711077.52 yuan, including 20253164.00 yuan included in the share capital and 134457913.52 yuan included in the capital reserve.
The issuance expenses arising from the issuance of shares to specific objects through summary procedures are RMB 5288918.08 (excluding value-added tax), which are detailed as follows: underwriting recommendation fee of RMB 4339622.64, accountant fee of RMB 301886.79 and lawyer fee of RMB 600000.00
