Special audit report on replacement of raised funds
Table of contents page: special audit report on replacement of raised funds
Annex: Union Optech Co.Ltd(300691) special instructions on using raised funds 1-3 to replace self raised funds invested in raised investment projects in advance and paid issuance expenses
ShineWing certified public accountants, Chaoyang men North Street, Dongcheng District, Beijing Tel: + 86 (010) 6554 2288 9 / F, block a, Fu Hua Manson, No
ShineWing 8, Chaoyangmen Beidajie, Dong c
He ng Di s t ric T, be ij ing, 100027, fax: + 86 (010) 6554 7190 certified public accounts P. R. China facile: + 86 (010) 6554 7190
Special audit report on replacement of raised funds
XYZH/2022SZAA20004
Union Optech Co.Ltd(300691) all shareholders:
We are entrusted to prepare the attached Union Optech Co.Ltd(300691) (hereinafter referred to as “your company”)
The closing date is January 4, 2022
The special instructions for self raised funds shall be specially reviewed.
1、 Responsibilities of management
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 (2022)
The special instructions on using raised funds to replace self raised funds invested in advance and paid issuance expenses are required to be prepared in accordance with the relevant provisions such as the rules for the listing of stocks on the gem of Shenzhen Stock Exchange (revised in), the rules for the listing of stocks on the gem of Shenzhen Stock exchange (revised in December 2020), the guidelines for the self-discipline supervision of listed companies on the gem No. 2 – standardized operation of listed companies on the gem of Shenzhen Stock Exchange, It is the responsibility of the management of your company to provide true, legal and complete physical evidence, original written materials, duplicate materials, oral testimony and other evidence we deem necessary, and ensure that its contents are true, accurate and complete without false records, misleading statements or major omissions.
2、 Responsibilities of Certified Public Accountants
Our responsibility is to express audit opinions on the special instructions on using raised funds to replace self raised funds invested in raised investment projects in advance and paid issuance expenses prepared by the management of your company on the basis of audit. We have carried out the audit in accordance with the provisions of other assurance business standards for Chinese certified public accountants No. 3101 – assurance business other than audit or review of historical financial information, so as to obtain reasonable assurance about whether there is no material misstatement in the special instructions on replacing self raised funds invested in pre raised projects and paid issuance expenses with raised funds. 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 (revised in 2022), the Listing Rules of GEM stocks of Shenzhen Stock Exchange (revised in December 2020), the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies and other relevant provisions, We have carefully investigated the relevant contents of the special instructions on using raised funds to replace self raised funds invested in raised investment projects in advance and paid issuance expenses prepared by the management of your company, implemented the audit procedures we think necessary, including checking relevant materials and documents and checking accounting records, and made professional judgment based on the obtained materials. We believe that our audit work provides a reasonable basis for expressing opinions.
3、 Review comments
After review, we believe that the special instructions on using raised funds to replace self raised funds invested in raised investment projects in advance and paid issuance expenses prepared by the management of your company are consistent with the actual situation.
4、 Scope of report use
This report is only used by your company for the purpose of replacing the self raised funds that have been invested in the raised investment projects and paid issuance expenses in advance with the raised funds, and shall not be used for any other purpose. The consequences caused by improper use have nothing to do with the certified public accountants and the accounting firm performing the audit business.
ShineWing Certified Public Accountants (special general partnership) Chinese certified public accountant:
Chinese certified public accountant:
Beijing, China January 17, 2002
enclosure
On using raised funds to replace self raised funds invested in raised investment projects in advance and paid issuance expenses
Special description
(as of January 4, 2022)
In accordance with the provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022), the Listing Rules of GEM stocks of Shenzhen Stock Exchange (revised in December 2020) and the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, The company will now pre invest the raised investment projects with self raised funds and the details of the paid issuance expenses are as follows:
1、 Basic information of raised funds
With the approval of the reply on Approving the registration of Union Optech Co.Ltd(300691) issuing shares to specific objects (zjxk [2021] No. 26) issued by the China Securities Regulatory Commission, the company is approved to issue 39223781 A shares to specific objects at an issue price of 12.11 yuan / share, and the total amount of actually raised funds is 474999987.91 yuan, After deducting the issuance expenses of RMB 7845142.24 (excluding value-added tax), the net amount of the actually raised funds is RMB 467154845.67.
After the capital verification of subscription funds was completed on December 14, 2021, the sponsor Anxin Securities Co., Ltd. transferred the subscription money to the account designated by the issuer after deducting relevant expenses. ShineWing Certified Public Accountants (special general partnership) verified the availability of the raised funds and issued a capital verification report (xyzh / 2021szaa20355) on December 15, 2021.
2、 Investment projects with raised funds
According to the company’s prospectus for the issuance of shares to specific objects in 2020 on the gem (Registration draft), the investment projects and use plans of the funds raised by the issuance of shares to specific objects are as follows:
Unit: 10000 yuan
No. project name estimated total investment total investment raised funds
1. Intelligent manufacturing project of new display and intelligent wearable products 49586.00 40000.00
2 repayment of bank loan 7500.00 7500.00
Total 57086.00 47500.00
Note: “smart manufacturing project of new display and intelligent wearable products” is implemented by Zhongshan Union Optech Co.Ltd(300691) Display Technology Co., Ltd., a wholly-owned subsidiary of the company.
If the actual net amount of funds raised from the issuance of shares to specific objects is less than the amount of funds to be invested in the above projects, the company will adjust and finally determine the specific investment projects, priority order and specific investment amount of each project according to the actual net amount of funds raised and the priorities of the projects, The insufficient part of the raised funds shall be solved by the company in the form of self raised funds.
Before the funds raised from the issuance of shares to specific objects are in place, the company can invest in advance with self raised funds according to the actual needs of the project progress, and replace them in accordance with the procedures specified in relevant laws and regulations after the raised funds are in place.
3、 Advance investment of self raised funds into projects invested by raised funds
As of January 4, 2022, the actual investment of the company’s self raised funds into the raised funds investment projects in advance is 35.2624 million yuan, as follows:
Unit: 10000 yuan
No. project name total amount of raised funds invested self raised funds pre invested amount
1 intelligent manufacturing project of new display and intelligent wearable products 40000.00 3526.24
2. Repayment of bank loan 7500.00
Total 47500.00 3526.24
4、 Replacement of funds invested in projects with raised funds in advance
According to the company’s relevant instructions on the replacement of early investment with raised funds in the prospectus for the issuance of shares to specific objects on the gem in 2020 (Registration draft) “Before the funds raised by the issuance of shares to specific objects are in place, the company can invest in advance with self raised funds according to the actual needs of the project progress, and replace them in accordance with the procedures specified in relevant laws and regulations after the raised funds are in place.” The company decides to replace the funds invested in the project with the raised funds. The details of the funds are as follows:
S / n project name self raised funds are invested in advance and raised for this replacement amount
Project amount
1 intelligent manufacturing project of new display and intelligent wearable products 3526.24 3526.24
2 repayment of bank loans
Total 3526.24
The company replaces the pre invested project funds with the raised funds, totaling 35.2624 million yuan.
5、 Self raised funds with advance payment of issuance expenses
As of January 4, 2022, the actual issuance expenses paid by the company with self raised funds are as follows:
Expense category excluding tax amount self raised funds to pay the amount to be replaced in advance
(excluding tax)
Underwriting and recommendation fees 5000000.00
Attorney’s fee 530000.00 530000.00 530000.00
Audit fee and verification fee 1199056.60 1024056.60 1024056.60
Registration and information disclosure fee 1116085.64 74739.42
