Securities code: 301259 securities abbreviation: aibulu Announcement No.: 2022007 Hunan aibulu Environmental Protection Technology Co., Ltd
Announcement on using some over raised funds to permanently supplement working capital
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Hunan aibulu Environmental Protection Technology Co., Ltd. (hereinafter referred to as “aibulu” or “the company”) held the 16th meeting of the second board of directors and the 16th meeting of the second supervisory board of directors on May 19, 2022, deliberated and approved the proposal on using part of the over raised funds to permanently supplement the working capital, and agreed to use part of the over raised funds of 40 million yuan to permanently supplement the working capital, Accounting for 27.92% of the total over raised funds. The board of supervisors and independent directors of the company have expressed their explicit consent on the matter, and Western Securities Co.Ltd(002673) (hereinafter referred to as the “sponsor”) has issued verification opinions on the matter, which needs to be submitted to the general meeting of shareholders for deliberation. The details are hereby announced as follows:
1、 Basic information of raised funds
Approved by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) on the approval of the registration of initial public offering of shares of Hunan aibulu Environmental Protection Technology Co., Ltd. (zjxk [2022] No. 495), Hunan aibulu Environmental Protection Technology Co., Ltd. (hereinafter referred to as the “company”) issued 30000000 ordinary shares (A shares) with a par value of RMB 1 per share, The issuing price per share is 18.39 yuan, and the total amount of raised funds is 55170000000 yuan. After deducting 4163773585 yuan of underwriting recommendation fee (excluding tax) and 1847648378 yuan of other relevant issuance expenses (excluding tax), the actual net amount of raised funds is 49158578037 yuan. The raised funds have been transferred to the designated account of the company on April 20, 2022. Zhongshenhua Certified Public Accountants (special general partnership) has verified the capital availability of the company’s initial public offering on April 21, 2022 and issued the capital verification report “CAC Zheng Yan Zi [2022] No. 0035”.
In order to standardize the management of the company’s raised funds and protect the rights and interests of investors, the company signed the tripartite supervision agreement on raised funds with the sponsor and the bank opening the special account for raised funds, opened a special account for raised funds and stored the raised funds in a special account. All the above-mentioned raised funds have been deposited in the special account for raised funds of the company as required.
2、 Investment projects with raised funds
According to the information disclosed in the company’s prospectus for initial public offering and listing on GEM, the investment projects and use plans of the funds raised by the company’s initial public offering are as follows:
Unit: 10000 yuan
No. project name total investment amount of the project proposed investment amount
Integrated production equipment of soil remediation agent and sewage treatment
113579911352791 base construction project
2. Upgrading and construction project of R & D and Design Center 595260595260
3 marketing service and technical support network construction project 335332335332
4. Supplementary working capital project 12 Ping An Bank Co.Ltd(000001) 200000
Total 34885833483383
3、 Plan to use part of the over raised funds to permanently supplement working capital
In accordance with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self discipline supervision of listed companies No. 2 – standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the rules for the listing of shares on the gem of Shenzhen Stock Exchange and other relevant provisions, and in combination with the actual operation of the company, in order to meet the company’s working capital needs and improve the use efficiency of raised funds, At the same time, on the premise of ensuring the normal capital demand of the investment projects with raised funds and the use plan of raised funds, the company plans to use part of the over raised funds of 40 million yuan to permanently supplement the working capital, accounting for 27.92% of the total over raised funds, for the production and operation activities related to the main business.
4、 Relevant instructions and commitments of the company on the use plan of the over raised funds
The use of some over raised funds to permanently supplement working capital is conducive to reducing the company’s financial expenses and capital use costs, meeting the company’s business development needs for working capital and improving the company’s profitability. It will not conflict with the implementation plan of the investment project with raised funds, and there is no situation of changing the investment direction of raised funds in a disguised manner and damaging the interests of shareholders.
The company promises:
(I) the amount used for permanent replenishment of working capital shall not exceed 30% of the total amount of over raised funds in every 12 months;
(II) the company shall not make securities investment, derivatives trading and other high-risk investments or provide financial assistance to objects other than holding subsidiaries within 12 months after replenishing working capital.
5、 Review procedures and special opinions
(I) deliberations of the board of directors
On May 19, 2022, the 16th meeting of the second board of directors of the company deliberated and approved the proposal on using part of the over raised funds to permanently supplement the working capital. After deliberation, the use of part of the over raised funds to permanently supplement the working capital is conducive to better meet the working capital needs of the company’s business development and will not conflict with the implementation plan of the investment projects with raised funds, There is no situation of changing the investment direction of the raised funds in a disguised form and damaging the interests of shareholders. The board of directors agreed that the company would use part of the over raised capital of 40 million yuan to permanently supplement the working capital and submit it to the general meeting of shareholders for deliberation, accounting for 27.92% of the total over raised capital.
(II) deliberation of the board of supervisors
On May 19, 2022, the 16th meeting of the second board of supervisors of the company deliberated and adopted the proposal on using some over raised funds to permanently supplement working capital. After deliberation, the use of part of the over raised funds to permanently supplement the working capital is conducive to better meet the working capital needs of the company’s business development, will not conflict with the implementation plan of the investment project of the raised funds, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of shareholders.
The board of supervisors agreed that the company would use part of the over raised capital of 40 million yuan to permanently supplement the working capital and submit it to the general meeting of shareholders for deliberation, accounting for 27.92% of the total over raised capital.
(III) opinions of independent directors
The independent directors believe that after verification, the voting procedure for the company’s use of some over raised funds of 40 million yuan to permanently supplement working capital is legal and effective, Comply with the relevant provisions of laws and regulations 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 guidelines for the self discipline supervision of listed companies No. 2 – standardized operation of companies listed on the gem of Shenzhen Stock Exchange and the company’s measures for the management of the use of raised funds, which is conducive to meeting the company’s capital liquidity needs and will not conflict with the implementation plan of investment projects with raised funds, It does not affect the normal progress of the investment projects with raised funds, nor does it change the investment direction of raised funds in a disguised form, nor does it damage the interests of the company and shareholders, especially small and medium-sized shareholders.
Therefore, we unanimously agree that the company will use part of the over raised funds to permanently supplement the working capital, and agree to submit it to the general meeting of shareholders for deliberation.
(IV) verification opinions of the recommendation institution
After verification, the sponsor believes that the use of part of the over raised funds to permanently supplement the working capital is conducive to reducing the company’s financial expenses and capital use costs, meeting the needs of the company’s business development for working capital and improving the company’s profitability. It will not conflict with the implementation plan of the investment project of the raised funds, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of shareholders. The matter has been deliberated and approved at the 16th meeting of the second board of directors and the 16th meeting of the second board of supervisors of the listed company. The independent directors have issued clear consent opinions and fulfilled the necessary procedures, which need to be submitted to the general meeting of shareholders of the company for deliberation, It complies with the relevant provisions of relevant laws, regulations and normative documents, such as the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, and the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies. The sponsor has no objection to the use of some over raised funds to permanently supplement working capital.
6、 Documents for future reference
1. Resolutions of the 16th meeting of the second board of directors;
2. Resolutions of the 16th meeting of the second board of supervisors;
3. Independent opinions of independent directors on matters related to the 16th meeting of the second board of directors of the company; 4. Western Securities Co.Ltd(002673) verification opinions on Hunan aibulu Environmental Protection Technology Co., Ltd. using part of the over raised funds to permanently supplement the working capital, and using part of the temporarily idle raised funds and idle self owned funds for cash management.
It is hereby announced.
Board of directors of Hunan aibulu Environmental Protection Technology Co., Ltd. May 20, 2022
