Citic Securities Company Limited(600030) . AVIC Securities Co., Ltd
About Avic Jonhon Optronic Technology Co.Ltd(002179)
Verification opinions on cash management using some idle raised funds
Citic Securities Company Limited(600030) and AVIC Securities Co., Ltd. (hereinafter referred to as “co sponsor”) as co sponsors of Avic Jonhon Optronic Technology Co.Ltd(002179) (hereinafter referred to as ” Avic Jonhon Optronic Technology Co.Ltd(002179) ” or “company”) non-public issuance of a shares, in accordance with the measures for the administration of securities issuance and listing recommendation business and 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 regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies have carefully verified the cash management of Avic Jonhon Optronic Technology Co.Ltd(002179) using some idle raised funds. The details are as follows:
1、 Basic information of raised funds
Approved by the reply on approving Avic Jonhon Optronic Technology Co.Ltd(002179) non-public offering of shares (zjxk [2021] No. 3707) of China Securities Regulatory Commission, the company privately issued 35576016 RMB ordinary shares, raising a total of 339999991.23 yuan, deducting 7080188.68 yuan of issuance related expenses (excluding tax), The net amount of actually raised funds is 3392919802.55 yuan. The availability of the above raised funds has been verified by Dahua Certified Public Accountants (special general partnership) and confirmed by issuing the capital verification report of Avic Jonhon Optronic Technology Co.Ltd(002179) non public development bank RMB common shares (A shares) (Dahua Yan Zi [2021] No. 000896).
According to the Avic Jonhon Optronic Technology Co.Ltd(002179) 2021 plan for non-public development of A-Shares approved at the 13th meeting of the sixth board of directors of the company, the investment projects and use plans of the funds raised by the non-public offering of shares are as follows:
Unit: 10000 yuan
Sequence project name total investment amount proposed investment amount of raised funds project implementation entity No
1 Avic Jonhon Optronic Technology Co.Ltd(002179) (Guangdong) Co., Ltd. 225544.87 110000.00 Avic Jonhon Optronic Technology Co.Ltd(002179) (Guangdong) South China Industrial Base Project Co., Ltd
2 Avic Jonhon Optronic Technology Co.Ltd(002179) basic device industry 167250.00 130000.00 Avic Jonhon Optronic Technology Co.Ltd(002179)
Park Project (phase I)
3. Supplementary working capital 100000.00 100000.00-
4 total 492794.87 340000.00-
Note: Avic Jonhon Optronic Technology Co.Ltd(002179) (Guangdong) Co., Ltd. is a wholly-owned subsidiary of Avic Jonhon Optronic Technology Co.Ltd(002179) .
2、 Use of raised funds and idle reasons
As of the signing date of this verification opinion, the company has used the raised funds of 400000600 yuan, and the balance of the special account for raised funds is 2993273600 yuan. As the construction of the project invested by the raised funds needs a certain period, the raised funds that have not been put into use are temporarily idle according to the construction progress of the project invested by the raised funds of the company. In order to improve the use efficiency of raised funds, the company will make rational use of some idle raised funds for cash management and increase fund income without affecting the progress of investment projects with raised funds, normal production and operation of the company and ensuring fund safety.
3、 Basic information of cash management using some idle self owned funds this time
(I) investment quota and term
The company intends to use the idle raised funds with a maximum balance of no more than RMB 150 million (including this amount) at any time point for cash management. Within the limit, the funds can be recycled and rolled, and the service life is effective within 12 months from the date of deliberation and approval by the board of directors of the company.
(II) investment varieties
In order to strictly control risks, the company plans to use idle raised funds for investment, including principal guaranteed financial products or structured deposits with high security and good liquidity. The specific conditions of the products to be purchased are as follows:
1. It has high security and meets the capital preservation requirements. The product issuer is a commercial bank and the product issuer can provide capital preservation commitments;
2. Good liquidity shall not affect the normal operation of the investment plan of the raised funds.
(III) information disclosure
The company will timely disclose the specific situation of specific cash management business in accordance with relevant requirements such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the stock listing rules of Shenzhen Stock Exchange, and 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.
(IV) description of association relationship
Cash management will not constitute related party transactions.
4、 Investment risk and risk control measures
(I) investment risk analysis
Although the products that the company intends to invest with idle raised funds are products with high security, good liquidity and commercial banks as the issuing body, which are characterized by low investment risk and high principal security, the financial market is greatly affected by macroeconomic, fiscal and monetary policies, and it is not ruled out that the investment product may be affected by market fluctuations, The risk that the investment income fails to meet the expectation.
(II) risk control measures taken by the company for investment risks
The products purchased by the company for cash management belong to the category of low-risk investment, but it is not excluded that the investment is affected by market fluctuations. For possible investment risks, the company proposes the following measures:
The products purchased by the company for cash management belong to the category of low-risk investment, but it is not excluded that the investment is affected by market fluctuations. For possible investment risks, the company proposes the following measures:
1. In order to control risk, the company will select Principal Guaranteed bank products with high security and good liquidity, which have low risk. The company will timely perform the obligation of information disclosure in accordance with relevant regulations;
2. The financial department of the company shall be responsible for the specific operation of cash management, timely analyze and track the progress of investment products, and take corresponding measures in time to control investment risks once it is found that there are risk factors that may affect the safety of the company’s funds;
3. Investment products shall not be used for pledge. If it is necessary to open a special product settlement account, the special product settlement account shall not deposit non raised funds or be used for other purposes, and the company will make an announcement in time.
4. The internal audit department of the company is responsible for auditing and supervising the use and custody of funds;
5. The board of supervisors and the audit and risk control committee of the board of directors have the right to supervise and inspect the use of funds;
6. The company will strictly abide by the principle of prudent investment, screen investment objects, and mainly select products issued by issuers with good reputation, large scale and ability to ensure capital safety.
5、 Impact on the company’s operation
The company adheres to the principle of standardized operation and prudent investment. On the premise of ensuring the normal construction of investment projects with raised funds, the use of idle raised funds to purchase structural deposits will not affect the construction of investment projects with raised funds, and there is no act of changing the purpose of raised funds in disguise. At the same time, it can improve the use efficiency of funds and increase the income level of the company, Seek more return on investment for the company and shareholders.
6、 Necessary procedures to be performed by the company
The use of some idle raised funds for cash management has been deliberated and approved at the 20th meeting of the sixth board of directors and the 15th meeting of the sixth board of supervisors, and the deliberation procedures meet the regulatory requirements. The independent directors of the company expressed clear consent to this matter.
7、 Verification opinions of the recommendation institution
After verification, the co sponsor believes that: Avic Jonhon Optronic Technology Co.Ltd(002179) the use of some idle raised funds for cash management has been deliberated and approved at the 20th meeting of the sixth board of directors and the 15th meeting of the sixth board of supervisors, and the independent directors of the company have also expressed their independent opinions with explicit consent. The decision-making process of this matter is legal and compliant, There is no behavior of changing the purpose of the raised funds in a disguised form, which will not affect the normal progress of the raised funds project. Therefore, the co sponsor has no objection to the company’s use of some idle raised funds for cash management.
(no text below)
(there is no text on this page, which is the signature and seal page of Citic Securities Company Limited(600030) and AVIC Securities Co., Ltd. verification opinions on Avic Jonhon Optronic Technology Co.Ltd(002179) using some idle raised funds for cash management) sponsor representative:
Huang Kai, Yang Meng
Citic Securities Company Limited(600030) January 14, 2022 (there is no text on this page, which is the signature and seal page of Citic Securities Company Limited(600030) and AVIC Securities Co., Ltd. verification opinions on Avic Jonhon Optronic Technology Co.Ltd(002179) using some idle raised funds for cash management) sponsor representative:
Shen Xiqiang, Wang Hongliang
AVIC Securities Co., Ltd. January 14, 2022
