Central China Securities Co.Ltd(601375)
About Henan Bccy Environmental Energy Co.Ltd(300614)
Verification opinions on the listing and circulation of issued shares before initial public offering
Central China Securities Co.Ltd(601375) (hereinafter referred to as ” Central China Securities Co.Ltd(601375) ” or “sponsor”) serves as the sponsor of Henan Bccy Environmental Energy Co.Ltd(300614) (hereinafter referred to as ” Henan Bccy Environmental Energy Co.Ltd(300614) ” or “company”) for initial public offering of shares and listing on GEM. In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance and listing recommendation business, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and other relevant laws, regulations and normative documents, Carefully checked the listing and circulation of the issued shares before Henan Bccy Environmental Energy Co.Ltd(300614) initial public offering, and issued the following verification opinions:
1、 Overview of shares issued before IPO
With the approval of registration of Henan Bccy Environmental Energy Co.Ltd(300614) initial public offering (zjxk [2021] No. 1406) issued by China Securities Regulatory Commission, the company issued 4011000 RMB ordinary shares (A shares) for the first time and was listed on the gem of Shenzhen Stock Exchange on May 25, 2021. The total share capital before the initial public offering is 120324469 shares. After the initial public offering, the total share capital of the company is 160434469 shares.
The restricted shares listed and circulated this time are part of the restricted shares issued before the initial public offering. The restricted period is 12 months from the date of the company’s initial public offering and listing. The number of restricted shares issued before the initial public offering is 48894065, accounting for 30.48% of the company’s total share capital. After the restricted shares of some shares issued before the initial public offering are listed and circulated, there are 71430404 restricted shares remaining, accounting for 44.52% of the total share capital of the company.
Since the listing of the company, the company has not conducted additional share issuance, repurchase and cancellation, distributed stock dividends or converted capital reserve into share capital, resulting in changes in the company’s shares.
2、 Implementation of commitments by shareholders applying for lifting share restrictions
The shareholders applying for lifting the restrictions on the sale of shares include: Beijing Sequoia Mingde equity investment center (limited partnership), Guangkong Zhengzhou SDIC Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) investment fund partnership (limited partnership), Shanghai Jianxin venture capital center (limited partnership), Zhong Yongli, Shanghai Pengwang Investment Management Center (limited partnership), Suqian Zhongshan Tianyi Liding venture capital center (limited partnership) Guangzhou Liding Hengyi Investment Co., Ltd. (limited partnership), Suzhou rongtuo innovation and venture capital enterprise (limited partnership), Feng Yi, Beijing Mogao Silk Road Cultural Development Co., Ltd., Zhou Youbin, Suzhou rongtuo Daxing investment partnership (limited partnership), Nantong TongZhou Bay real Haihui Investment Center (limited partnership), Nantong dongtuo venture capital enterprise (limited partnership) Ningbo Fangde Investment Co., Ltd. (Zhongjun Yitong Investment Co., Ltd.), Shanghai huaminggang Investment Co., Ltd. (Zhongjun Investment Co., Ltd.), Shanghai huamingtong Investment Co., Ltd. (Haifeng Investment Co., Ltd.), Shanghai huaweitong Investment Co., Ltd. (Haifeng Investment Co., Ltd.) 39 shareholders of Hangzhou Hanli Qianxiu venture capital partnership (limited partnership), Tong Xin, Zhang Honggang, Zhang xiangjuan, Xinjiang Shengshi chuangying equity investment partnership (limited partnership), Li Jinfeng, Kuang Tiantang, Zhong Zhiliang, Zhang Zhongnan, Sun Jian, Zhao Yanbin, Wen Xianhua, Zhu Xingwang and Shanghai Hanli Qianxiu venture capital partnership (limited partnership).
The commitments made by the above shareholders in the company’s prospectus for initial public offering and listing on the gem and the announcement on initial public offering and listing on the gem are as follows: (I) the circulation restrictions and voluntary locking commitments of the shares held by the above 39 shareholders before the initial public offering:
1. Within 12 months from the date of listing of the company’s shares, the unit / I will not transfer or entrust others to manage the shares issued before the company’s public offering held by the unit / I, nor will the company repurchase the shares issued before the company’s public offering held by the unit / I.
2. If we / I fail to fulfill the above commitments, we / I agree to bear the legal liabilities arising from the violation of the above commitments.
3. After the issuance date of this letter of commitment, if the CSRC or its dispatched office makes other regulatory provisions, and the above commitments cannot meet the provisions of the CSRC or its dispatched office, the unit / I promise to issue supplementary commitments in accordance with the latest provisions at that time.
(II) commitment on Shareholding and reduction intention:
Up to now, Beijing Sequoia Mingde equity investment center (limited partnership) holds 5.62% of the shares of the company; Shanghai Jianxin venture capital center (limited partnership) holds 2.55% of the company’s shares, Suqian Zhongshan Tianyi Liding venture capital center (limited partnership) holds 1.28% of the company’s shares, and Guangzhou Liding Hengyi investment limited partnership (limited partnership) holds 1.28% of the company’s shares. The above three shareholders are persons acting in concert, holding 5.11% of the company’s shares in total; Opticon Zhengzhou SDIC Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) investment fund partnership (limited partnership) holds 4.61% of the company’s shares; Shanghai Pengwang Investment Management Center (limited partnership) holds 1.77% of the company’s shares, Suzhou rongtuo innovative venture capital enterprise (limited partnership) holds 1.18% of the company’s shares, Suzhou rongtuo Daxing investment partnership (limited partnership) holds 0.69% of the company’s shares, Nantong dongtuo venture capital enterprise (limited partnership) holds 0.56% of the company’s shares, Suzhou Qidu rongtuo investment enterprise (limited partnership) holds 0.53% of the company’s shares Zhang Honggang holds 0.23% of the shares of the company, and the above six shareholders are persons acting in concert, holding a total of 4.96% of the shares of the company. The above 11 shareholders made the following commitments:
1. On the premise of meeting the following conditions, the unit / I can reduce the shares of the issuer:
(1) The lock-in period promised by the unit / myself expires;
(2) On the premise of complying with several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies or the relevant provisions on the reduction of shares held by shareholders of listed companies that are effective at that time.
2. When reducing the shares of the company issued before the initial public offering of the company held by the unit / I, the unit / I will notify the company in writing of the intention to reduce the shares and the number of shares to be reduced in advance. The issuer shall make an announcement three trading days in advance and comply with the provisions on reducing the shares of shareholders and directors and supervisors of listed companies or the relevant provisions on reducing the shares of shareholders of listed companies effective at that time Announcement and other procedures.
Except when the company’s shares held by the unit / person are less than 5%.
3. If we / I fail to fulfill the above commitments, we / I agree to bear the legal liabilities arising from the violation of the above commitments.
Opticon Zhengzhou SDIC Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) investment fund partnership (limited partnership), Shanghai Pengwang Investment Management Center (limited partnership), Suzhou rongtuo innovation venture capital enterprise (limited partnership), Suzhou rongtuo Daxing investment partnership (limited partnership), Nantong dongtuo venture capital enterprise (limited partnership), Suzhou Qidu rongtuo investment enterprise (limited partnership) Zhang Honggang no longer belongs to shareholders holding more than 5% of the shares after the company’s initial public offering and listing, and does not need to perform the procedures of notification, filing, announcement and so on when shareholders holding more than 5% of the shares are reduced in relevant regulations.
The commitments made by the shareholders applying for lifting the restrictions on the sale of shares in the prospectus for initial public offering and listing on the gem are consistent with those made in the announcement for initial public offering and listing on the gem.
As of the date of issuance of this verification opinion, the shareholders applying for lifting the restrictions on the sale of shares have strictly fulfilled the above commitments, and there is no situation that the failure to fulfill the relevant commitments affects the listing and circulation of the restricted shares.
None of the shareholders who applied for lifting the restrictions on the sale of shares did not occupy the company’s funds for non-profit purposes, and the company did not provide illegal guarantees to the above-mentioned shareholders.
3、 Listing and circulation arrangement of restricted shares
1. The listing and circulation date of the restricted shares is Wednesday, May 25, 2022.
2. A total of 39 shareholders lifted the restrictions.
3. The total number of shares applying for lifting the restrictions on sale this time is 48894065, accounting for 30.48% of the total share capital of the company. 4. The details of the application for lifting the restricted shares are as follows:
No. name of shareholder total number of restricted shares (shares) released this time
1 Kuang Tiantang 180000
2 Zhu Xingwang 36030
3 Zhou Youbin 1180000 note 1
Zhong Yongli 3658858
5 Zheng Wenyong 500000
6 Zhao Yanbin 126012
7 Zhang xiangjuan 250000
8 Zhang Honggang 251000
9 Yao Jie 614067614067
10 Wen Xianhua 74671
11 Li Jinfeng 200000
12 Hu Minya 500000
13 Feng Yi 15751521575152
14 Fang Haiwei 315030
15 baidongming Shanghai Pudong Development Bank Co.Ltd(600000)
16 Tong Xin 270544270544
17 Zhong Zhiliang 155564155564
18 Zhang Zhongnan 150215
19 Sun Jian 144012
20 Huaxin Securities Investment Co., Ltd. 500000
21 Suzhou rongtuo Daxing investment partnership (limited partnership) 11089071108907
13520 Beijing Mogao Culture Development Co., Ltd
23 Shanghai Jianxin venture capital center (limited partnership) 40937814093781
24 Guangzhou Liding Hengyi Investment Co., Ltd. (2046891)
(partner)
25 Beijing Sequoia Mingde equity investment center (limited partnership) 90243539024353
26 Suzhou rongtuo innovative venture capital enterprise (limited partnership) 18901821890182
27 Suqian Zhongshan Tianyi Liding venture capital center (2046891)
(partner)
28 Shanghai Pengwang Investment Management Center (limited partnership) 28396092839609
29 Ningbo luanhei Zhongyi equity investment center (limited partnership) 625000
30 optical control Zhengzhou SDIC Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) investment fund partnership 74 Shenzhen Quanxinhao Co.Ltd(000007) 400000
(limited partnership)
31 Nantong dongtuo venture capital enterprise (limited partnership) 899637899637
32 Hangzhou Hanli Qianxiu venture capital partnership (285494)
