Securities code: Zhejiang Reclaim Construction Group Co.Ltd(002586) securities abbreviation: Zhejiang Reclaim Construction Group Co.Ltd(002586) Announcement No.: 2022086 Zhejiang Reclaim Construction Group Co.Ltd(002586)
Special report on the deposit and actual use of the company’s raised funds
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Basic information of raised funds
(I) actual amount of raised funds and time of fund arrival
1. The actual amount of funds raised by non-public offering of shares and the time of receipt of funds in 2014
With the approval of China Securities Regulatory Commission’s Zheng Jian [2014] No. 13 document and the consent of Shenzhen Stock Exchange, the company’s lead underwriter Xinda Securities Co., Ltd. privately issued 59113300 RMB ordinary shares (A shares) to specific objects by means of offline inquiry and placement, with a placement price of 10.15 yuan per share and a total raised capital of 5999999500 yuan, The raised capital after deducting the underwriting and recommendation fee of RMB 1400000000 is RMB 58599999500, which has been remitted to the raised capital supervision account of the company by the lead underwriter Xinda Securities Co., Ltd. on February 28, 2014. In addition, after deducting the initial advance payment of recommendation fee, lawyer’s fee, audit fee, legal information disclosure fee and other issuance expenses of 594911330 yuan, the net amount of funds raised by the company this time is 58005088170 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 [2014] No. 38).
2. The actual amount of funds raised by non-public offering of shares and the time of receipt of funds in 2017
With the approval of zjxk [2016] No. 3232 document of China Securities Regulatory Commission and the consent of Shenzhen Stock Exchange, the company’s lead underwriter Zheshang Securities Co.Ltd(601878) adopts the pricing method to issue 313850063 RMB ordinary shares (A shares) to specific objects at a non-public price of 7.87 yuan per share, raising a total of 2469999581 yuan, The raised capital after deducting the underwriting and recommendation fee of 1100000000 yuan (including tax) is 24589999581 yuan, which has been remitted to the raised capital supervision account of the company by the lead underwriter Zheshang Securities Co.Ltd(601878) on February 22, 2017. In addition, after deducting 1127385006 yuan of additional external expenses directly related to the issuance of equity securities, such as online issuance fee, prospectus printing fee, reporting accountant fee, lawyer fee and evaluation fee, the net amount of funds raised by the company this time is 244772614575 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 [2017] No. 38). The actual payment of the above external expenses was 1027385006 yuan, and the net amount of raised funds was 244872614575 yuan.
(II) use and balance of raised funds
1. Use and balance of funds raised by non-public offering of shares in 2014
The company and its wholly-owned subsidiaries Zhejiang Weihai Construction Group Fenghua Investment Co., Ltd. (hereinafter referred to as “Fenghua investment company”) and Zhejiang Weihai Construction Group Zhoushan Liuheng Investment Co., Ltd. (hereinafter referred to as “Liuheng investment company”) have used 5918953 million yuan of raised funds in previous years, and the net amount of bank deposit interest and financial product income received in previous years after deducting bank handling charges is 260698 million yuan; The actual use of raised funds in 2021 was 50000 yuan, and the net amount of bank deposit interest and financial product income received in 2021 after deducting bank handling charges was 36200 yuan; The accumulated used raised funds were 5919453 million yuan, and the accumulated net amount of bank deposit interest and financial product income received after deducting bank handling fees was 261060 million yuan.
As described in (III) (IV) the use of the surplus raised funds, with the approval of the resolution of the 38th meeting of the sixth board of directors and the resolution of the 17th meeting of the sixth board of supervisors on October 25, 2021, it is agreed that the company will permanently supplement the working capital of the company with the surplus raised funds of 142116 million yuan from the raised project “Fenghua Xiangshan Port Shelter anchorage construction project and supporting engineering (BT) project” of Fenghua investment company.
2. Balance of non-public offering and use of funds in 2017
The company and its wholly-owned subsidiaries Zhejiang Tiantai Weihai Construction Investment Co., Ltd. (hereinafter referred to as “Tiantai investment company”) and Zhejiang Weihai Construction Group Ningbo Hangzhou Bay New Area Jiantang Investment Co., Ltd. (hereinafter referred to as “Jiantang investment company”) have used 1382453600 yuan of raised funds in previous years, The net amount of interest on bank deposits and income from financial products received in previous years after deducting bank charges was 1450438 million yuan; The actual use of raised funds in 2021 was 742961 million yuan, and the net amount of bank deposit interest and financial product income received in 2021 after deducting bank handling charges was 83800 yuan; The accumulated used raised capital is 1456749700 yuan, and the accumulated net amount of bank deposit interest and financial product income minus bank handling charges is 145127600 yuan.
As of December 31, 2021, the balance of raised funds was RMB 1144517900 (including the issuance fee of RMB 7413900 actually paid but not disbursed through the raised funds account and the net amount of accumulated bank deposit interest and income from financial products minus bank handling charges). Among them, the total amount used to repay overdue loans (including the failure to redeem the purchased principal guaranteed financial products on time) is 721710 million yuan (see the description in (I) and (II) of this special report for details), the total amount of large unit time deposit purchased is 320 million yuan (see the description in (III) of this special report for failure to redeem on time), the total amount used to temporarily supplement working capital is 575313 million yuan The total amount of raised funds deducted due to judicial litigation or arbitration is 158137100 yuan (see the description in (IV) to (IX) of this special report for details), and the balance of the special account for raised funds is 18896800 yuan.
2、 Deposit and management of raised funds
(I) management of raised 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, the company, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the stock listing rules of Shenzhen stock exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant laws, regulations and normative documents, and in combination with the actual situation of the company, The administrative measures for Zhejiang Reclaim Construction Group Co.Ltd(002586) raised funds (hereinafter referred to as the administrative measures) has been formulated.
According to the administrative measures, for the funds raised by non-public offering of shares in 2014, the company’s subsidiaries Fenghua investment company and Liuheng investment company implemented special accounts for the raised funds, set up special accounts for the raised funds in the bank, and together with the sponsor Xinda Securities Co., Ltd., respectively cooperated with China Construction Bank Corporation(601939) Ningbo national high tech Zone sub branch Bank Of Communications Co.Ltd(601328) Ningbo Ninghai sub branch signed the tripartite supervision agreement on raised funds, which defined the rights and obligations of all parties. For the funds raised by non-public offering of shares in 2017, the company and its subsidiaries Tiantai investment company and Jiantang investment company implemented special accounts for the raised funds, set up special accounts for the raised funds in the bank, and together with the recommendation agency Zheshang Securities Co.Ltd(601878) on March 20, 2017, respectively, with China Construction Bank Corporation(601939) Ningbo high tech Zone sub branch, Industrial And Commercial Bank Of China Limited(601398) Ningbo Jiangdong sub branch, Ningbo Donghai bank head office business department Ningbo hi tech sub branch of Guangdong Development Bank Co., Ltd., Bank Of Communications Co.Ltd(601328) Ningbo Ninghai sub branch and Shanghai Pudong Development Bank Co.Ltd(600000) Ningbo hi tech Zone sub branch signed the tripartite supervision agreement on raised funds, which defined the rights and obligations of all parties. There is no significant difference between the tripartite supervision agreement and the model tripartite supervision agreement of Shenzhen Stock Exchange. The company and its subsidiaries Fenghua investment company, Liuheng investment company, Tiantai investment company and Jiantang investment company have strictly complied with the raised funds.
(II) storage of raised funds in special account
1. Storage of funds raised by non-public offering in 2014
As of December 31, 2021, the company’s subsidiaries have no special account for raised funds. Fenghua investment company in China China Construction Bank Corporation(601939)
The account 33101985136050511076 opened by Ningbo high tech Zone Branch of Co., Ltd. was cancelled on October 27, 2021.
2. Storage of funds raised by non-public offering in 2017
(1) As of December 31, 2021, the company and its subsidiaries have a total of 7 special accounts for raised funds, and the raised funds are deposited
The details are as follows: unit: RMB
Account name deposit bank account No. frozen amount of raised fund balance remarks China China Construction Bank Corporation(601939) Co., Ltd
Weihai Co., Ltd. 331501985136 Shenzhen Zhenye(Group)Co.Ltd(000006) 327854.07 – special account for raised funds division Ningbo high tech Zone sub branch
China Industrial And Commercial Bank Of China Limited(601398) Co., Ltd
Weihai Co., Ltd. 390112 Harbin Medisan Pharmaceutical Co.Ltd(002900) 305015460.42 – special account for raised funds division Ningbo Jiangdong sub branch
Weihai Co., Ltd. Ningbo Donghai bank head office business department 83101010142888888836575557 – special account for raised funds Guangfa Bank Co., Ltd
Weihai Co., Ltd. 95508802 China Yangtze Power Co.Ltd(600900) 42027739.49 – special account for raised funds – Bo Gaoxin sub branch
Bank Of Communications Co.Ltd(601328) Ning
Tiantai investment company 5610062580180101269651785680017 – special account for raised funds – bonanghai sub branch
China China Construction Bank Corporation(601939) Co., Ltd
Jiantang investment company 331501985136 Shenzhen Fountain Corporation(000005) 9260299039 – special account for raised funds division Ningbo high tech Zone sub branch
Shanghai Pudong Development Bank Co., Ltd
Jiantang investment company 941301551 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 3215645.19 – special account for raised funds Co., Ltd. Ningbo high tech Zone sub branch
Total 1889684530-
(2) As of December 31, 2021, the total amount of fixed deposit certificates of large units purchased by the company with idle raised funds
320 million yuan, details are as follows:
Unit: RMB 10000
Trustee product name entrusted financial management amount product type value date maturity date expected annualized rate of return
Trustee product name entrusted financial management amount product type value date maturity expected annualized rate of return Chang’an Bank Co., Ltd. Chang’an Bank Co., Ltd
Breakeven fixed
Baoji Huitong Co., Ltd. large amount unit 15 China Vanke Co.Ltd(000002) 01812.28201912.28 2.325% income type
Sub Branch [note] certificate of deposit
Chang’an Bank Co., Ltd
