Qiaoyuan shares: letter of intent for initial public offering and listing on GEM

After this stock issue, it is planned to be listed on the gem, which has high investment risk. GEM companies have the characteristics of large investment in innovation, uncertainty about the success of the integration of new and old industries, still in the growth stage, high operation risk, unstable performance and high delisting risk. Investors are facing greater market risks. Investors should fully understand the investment risks of the gem and the risk factors disclosed by the company, and make investment decisions prudently.

Sichuan Qiaoyuan Gas Co., Ltd

(Sichuan Qiaoyuan Gas Co.,Ltd.)

(No. 1399, Guanwen Road, Dujiangyan, Chengdu, Sichuan)

Letter of intent for initial public offering and listing on GEM

Sponsor (lead underwriter)

(Building 4, No. 66 Anli Road, Chaoyang District, Beijing)

Important statement

Any decision or opinion made by the CSRC and the exchange on this issuance does not indicate that they guarantee the authenticity, accuracy and completeness of the registration application documents and the information disclosed, nor do they indicate that they make substantive judgment or guarantee on the profitability, investment value of the issuer or the income of investors. Any statement to the contrary is a false statement.

According to the provisions of the securities law, the issuer shall be responsible for the changes in the operation and income of the issuer after the shares are issued according to law; Investors independently judge the investment value of the issuer, make investment decisions independently, and bear the investment risks caused by the changes in the operation and income of the issuer or the changes in the stock price after the shares are issued according to law. The issuer and all directors, supervisors and senior managers promise that the prospectus and other information disclosure materials are free from false records, misleading statements or major omissions, and bear corresponding legal liabilities.

The controlling shareholder and actual controller of the issuer promise that there are no false records, misleading statements or major omissions in this prospectus, and bear corresponding legal liabilities.

The person in charge of the company, the person in charge of accounting and the person in charge of the accounting institution shall ensure that the financial and accounting materials in the prospectus are true and complete.

The issuer and all directors, supervisors, senior managers, controlling shareholders, actual controllers, sponsors and underwriting securities companies promise to compensate investors for losses in securities issuance and trading due to false records, misleading statements or major omissions in the issuer’s prospectus and other information disclosure materials.

The sponsor and the securities service institution promise to compensate the investors for the losses caused to the investors due to the false records, misleading statements or major omissions in the documents prepared and issued for the issuer’s public offering.

Issue overview

Type of shares issued: RMB ordinary shares (A shares)

The number of shares issued shall not exceed 40.01 million shares, which shall not be less than 10% of the total share capital of the company after issuance. All the shares issued this time are new shares and do not involve the public offering of shares by the original shareholders

The par value of each share is RMB 1.00

The issue price per share is RMB [] / share

Expected issue date: mm / DD / yyyy

Stock exchanges to be listed and Shenzhen Stock Exchange gem

The total share capital after issuance shall not exceed 400.1 million shares, all of which are listed and circulated in China and do not involve foreign shares listed abroad

Sponsor (lead underwriter) China Securities Co.Ltd(601066)

Signing date of the letter of intent for offering: mm / DD / yyyy

Tips on major issues

The company specially reminds investors that before making investment decisions, they must carefully read the text of this prospectus and pay special attention to the following matters: I. important commitments made by relevant subjects of this offering

The company reminds investors to carefully read the important commitments made by the company, shareholders, directors, supervisors, senior managers, sponsors and other securities service institutions of this offering and the binding measures for failure to fulfill the commitments. For specific commitments, please refer to “appendix: important commitments made by relevant subjects of this offering” in this prospectus. 2、 Distribution arrangement of accumulated profits before this offering and dividend distribution policy after listing (I) distribution arrangement of accumulated profits before this offering

The accumulated undistributed profits before the company’s initial public offering of shares shall be shared by new and old shareholders according to the shareholding ratio after the company’s initial public offering of shares and listing. (II) dividend distribution policy after the issuance

For the profit distribution policy of the company after this offering, please refer to “II. (I) dividend distribution policy after this offering and listing” in “section 10 investor protection” of this prospectus. 3、 The company specially reminds investors to pay attention to the following risk factors

The company reminds investors to pay special attention to the following risks in the “risk factors” and carefully read all the contents in “section IV Risk Factors” of this prospectus. (I) business risks caused by boom changes in downstream industries

As far as the industry is concerned, although the application fields of air separation gas are very extensive, the amount of air separation gas consumed by the metallurgical industry at this stage still ranks first in all industries. With the changes in the boom period, the main sources of revenue of the company, such as metallurgy and metallurgy, still accounted for 45.45% of the company’s revenue, accounting for 45.45% of the company’s revenue in the boom period, while the main sources of revenue of the company’s main business and metallurgy accounted for 45.45% of the company’s revenue in the new reporting period.

The prosperity of the metallurgical industry has the characteristics of periodic fluctuation. At the same time, industrial regulation policies such as supply side structural reform, public health events such as covid-19 pneumonia, Sino US trade friction and other international events will also bring uncertainty to the prosperity of the industry. During the 13th Five Year Plan period, metallurgy, chemical industry and other industries deeply promoted the supply side structural reform and achieved remarkable results in resolving excess capacity. In the 14th Five Year Plan period, in order to achieve high-quality development, relevant industries still have problems such as overcapacity pressure and ecological environment constraints. China will continue to promote the withdrawal of backward production capacity, adjust industrial layout and optimize industrial structure, and some enterprises may be greatly affected.

On September 22, 2020, Xi Jinping General Secretary proposed at the 75th UN General Assembly: “China’s carbon dioxide emissions will strive to reach the peak by 2030 and strive to achieve carbon neutrality by 2060.” The metallurgical industry has large energy consumption and high carbon emissions, with typical characteristics of “two highs”. Reducing steel output is an important measure to achieve the goal of “carbon peak and carbon neutralization”. Therefore, the state has issued a series of policies, which will have a far-reaching impact on the metallurgical industry. The main policies and relevant contents of the metallurgical industry are as follows:

Policy name release time main content

The new construction, reconstruction and expansion of “two high” projects must comply with the laws and regulations on ecological and environmental protection and relevant legal plans, and meet the total emission control of key pollutants The requirements for strengthening the goal of reaching the peak of high carbon consumption emission, the list of ecological environment access, the environmental access conditions of corresponding industrial construction projects of relevant planning, energy and high emission construction projects, and the approval principles of environmental assessment documents shall be the source of ecological environment in May 2021.

Petrochemical and modern coal chemical projects should be incorporated into the national industrial planning. According to the guiding opinions on new construction, prevention and control, the expansion of petrochemical, chemical, coking, non-ferrous metal smelting and flat glass projects shall be located in the industrial park established in accordance with the law and subject to the planned environmental impact assessment. The ecological and environmental departments and administrative examination and approval departments at all levels shall strictly control, and those that do not comply with relevant laws and regulations shall not be examined and approved according to law

1. Promote the optimization and upgrading of industrial structure. Carry out “looking back to the state affairs head of the CPC Central Committee” to consolidate the results of de capacity of steel and coal.

2. Resolutely curb the blind development of high energy consumption and high emission projects. The new construction and expansion of steel will fully implement the new development. In October 2021, iron, cement, flat glass, electrolytic aluminum and other high energy consumption and high emission projects will strictly follow the concept of carbon peak, implement the replacement of equal or reduced capacity, and introduce the intended capacity control policy for carbon neutralization work such as coal power, petrochemical and coal chemical industry.

3. Accelerate the pace of coal reduction, strictly control the growth of coal consumption during the 14th Five Year Plan period, and gradually reduce coal consumption during the 15th Five Year Plan period

1. Promote the carbon peak of the steel industry. Deepen the supply side structural reform of the iron and steel industry, strictly implement capacity replacement, prohibit new capacity, promote stock optimization and eliminate backward capacity. We will promote cross regional and cross ownership mergers and acquisitions of iron and steel enterprises and improve industry concentration. Optimize the layout of productivity, focus on Beijing, Tianjin, Hebei and surrounding areas, and continue to reduce steel production capacity.

2. Resolutely curb the blind development of “two high” projects. Take strong measures. By 2030, CNDA will implement inventory management, classified disposal and dynamic monitoring of “two high” projects. The peak action plan comprehensively investigated the projects under construction in October 2021. If the energy efficiency level is lower than the allowable value of the energy consumption limit of the industry, it will be shut down and reformed in accordance with relevant regulations to promote the energy efficiency level, Strive to fully reach the advanced level of China and even the world. Scientifically evaluate the proposed project and reduce the production capacity of industries with saturated production capacity according to the principle of “reduction and substitution”; For industries whose production capacity is not yet saturated, in accordance with the requirements of national layout, approval and filing, we will benchmark the international advanced level and raise the entry threshold; For emerging industries with large energy consumption, support and guide enterprises to apply green and low-carbon technologies and improve energy efficiency. We will further tap potential stock projects, accelerate the elimination of backward production capacity,

Policy name release time main content

Tap the potential of energy conservation and emission reduction through transformation and upgrading. Strengthen normal supervision and resolutely win the “two high” projects that do not meet the requirements

1. The production capacity of key raw materials and bulk products such as crude steel and cement will only be reduced but not increased, and the utilization rate of production capacity will remain at a reasonable level. The industrial concentration in key areas will be further improved to form 5-10 leading enterprises in the industrial chain with ecological leadership and core competitiveness. Industrial layout and production factors are more coordinated, and more than five world-class advanced manufacturing clusters have been formed in the field of raw materials.

2. We will improve and strictly implement the development plan for raw materials production capacity replacement in December 2021 during the 14th Five Year Plan period in the steel, cement, flat glass and electrolytic aluminum industries to prevent blind and disorderly distribution of materials such as copper smelting and alumina. New, reconstruction and expansion projects must meet the advanced value of energy consumption quota standards and ultra-low emission value of pollutants.

3. Implement energy-saving review and strictly control the fuel coal consumption of major coal consuming industries such as petrochemical, chemical, iron and steel and building materials. We will improve the long-term working mechanism to prevent overcapacity, unblock reporting channels, strengthen joint law enforcement, strengthen industrial early warning, make full use of satellite monitoring, big data and other technical means, strengthen the investigation and punishment of illegal and illegal new capacity, and continue to maintain the high-pressure crackdown situation

According to the data of the National Bureau of statistics, China’s crude steel output in 2021 was year-on-year

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