About Farasis Energy (Gan Zhou) Co.Ltd(688567) (Ganzhou) Co., Ltd
Application documents for issuing shares to specific objects
Reply to the second round of audit inquiry letter
Sponsor (lead underwriter)
(registered address: No. 5, Xingyang street, Suzhou Industrial Park)
Shanghai Stock Exchange:
According to the requirements of the second round of examination and inquiry letter on the application documents of Farasis Energy (Gan Zhou) Co.Ltd(688567) (Ganzhou) Co., Ltd. for issuing shares to specific objects (szkss (refinancing) [2022] No. 3) (hereinafter referred to as the “examination and inquiry letter”) of your exchange, Soochow Securities Co.Ltd(601555) (hereinafter referred to as “sponsor” and ” Soochow Securities Co.Ltd(601555) “) together with Farasis Energy (Gan Zhou) Co.Ltd(688567) (Ganzhou) Co., Ltd. (hereinafter referred to as ” Farasis Energy (Gan Zhou) Co.Ltd(688567) “, “company” or “issuer”), Dahua Certified Public Accountants (special general partnership) (hereinafter referred to as “reporting accountant”), Shanghai jintiancheng law firm (hereinafter referred to as “issuer’s lawyer”) and other intermediaries, According to your requirements, we have carefully studied the problems raised in the audit inquiry, and now explain them one by one. Please review them.
explain:
1、 Unless otherwise specified, the definitions of abbreviations or terms in this inquiry reply are the same as those in the prospectus (Second Revision).
2、 The font in this inquiry response represents the following meanings:
Review the questions listed in the inquiry letter in bold (BOLD)
Reply to audit inquiry letter in Song typeface
3、 There may be slight difference between the sum of individual data in some tables and the total of tables in this inquiry reply, which is caused by rounding.
catalogue
Question 1 About project investment 4 question 2 About capacity digestion 12 question 3 About financial investment 22. Overall verification opinions of the recommendation institution twenty-eight
Question 1 About project investment
According to the reply to the first round of inquiry: (1) the issuer’s existing capacity is 5gwh for Ganzhou plant and 8gwh for Zhenjiang phase I, the capacity under construction is 8gwh for Zhenjiang phase II and 8gwh for Zhenjiang phase III, and the main capacity layout is Zhenjiang, Jiangsu; (2) The project is located in Wuhu, Anhui Province, with a planned capacity of 12gwh; (3) The company’s production capacity arrangement is mainly based on the advantages of new energy vehicle industry cluster in Jiangsu, Anhui and surrounding areas and the raw material supply chain in Jiangxi and surrounding areas. The technical route planning and arrangement are consistent and follow the direction of ternary soft package technology route; (4) The raised investment project is a new production base, which increases the land use fee and engineering construction cost compared with the IPO raised investment project Zhenjiang phase III.
The issuer is requested to explain: (1) whether the land use or planning arrangement of Zhenjiang plant has reached saturation and the reason why it has not invested in the expansion of Zhenjiang plant under the same technical route; (2) Industrial cluster advantages, raw material supply chain advantages and commercial rationality of investment in the new plant in Wuhu, Anhui Province; (3) The calculation process and basis of the 1.39 billion yuan construction and installation project of the project, and the reasons for the investment in municipal supporting facilities.
[reply]
1、 Whether the land use or planning arrangement of Zhenjiang plant has reached saturation, and the reasons for not investing and expanding production in Zhenjiang plant under the same technical route;
As of the date of issuance of this reply, Funeng Zhenjiang has 10 land use rights, covering a total area of about 414935.79 m2. The corresponding use conditions are as follows:
Serial land area No. of property right certificate No. of real estate property right certificate location address (㎡) current land use situation building construction area (㎡)
Su (2021) Wushan Road, Zhenjiang New Area, Zhenjiang City
No. 70646.20, 95419.55 1# electrode assembly workshop, building 1, property right No. 0042965 186
Su (2021) Wushan Road, Zhenjiang New Area, Zhenjiang City
No. 31734.73, 43752.97 2# Huacheng workshop, building 2, property right No. 0043006 186
Su (2020) Wushan Road, Zhenjiang New Area, Zhenjiang City
3. DCQ No. 0055687 186 building 3 20410.79 3# pilot line 11825.14
Su (2021) Wushan Road, Zhenjiang New Area, Zhenjiang City
No. 42901.63, 59132.23 4# module workshop, building 4, property right No. 0043002 186
Su (2021) Wushan Road, Zhenjiang New Area, Zhenjiang City
5. No. 22.12, 27.97 6# guard room, building 6, property right No. 0042951 186
Serial land area No. of property right certificate No. of real estate property right certificate location address (㎡) current land use situation building construction area (㎡)
Su (2021) Wushan Road, Zhenjiang New Area, Zhenjiang City
6. No. 17.28, 22.92 7# guard room, building 7, property right No. 0042998 186
Su (2021) Wushan Road, Zhenjiang New Area, Zhenjiang City
7. No. 70646.20, 95419.55 9# electrode assembly workshop, building 9, property right No. 0043000 186
Su (2021) Wushan Road, Zhenjiang New Area, Zhenjiang City
8. No. 31734.73, 43752.97 10# Huacheng workshop, building 10, property right No. 0042963 186
Su (2021) Wushan road 12# power station and test in Zhenjiang New District, Zhenjiang City
9. No. 14256.25, 18934.84 center, building 12, property right No. 0043001 186
23 # sewage treatment station 66.96 24 # class a warehouse 499.81 Su (2021) 25 # sewage treatment station, Fushan Road, buzhenjiang new area, Zhenjiang City
No. 186 building 23, 24, 499.81 10 movable property right No. 0000578 building 25, 26, 27, 38062.00
No. 28 building 26# guard room 76.16 27# boiler room 1277.65 28#110kv substation 341.80
Total 414935.79 – 276546.47
On the above plot, the buildings under construction in Zhenjiang plant area without real estate certificate are as follows:
No. current situation of building area (㎡) without real estate certificate
1. 30# Research Center 1102.50 has been completed and the real estate certificate is pending
2 11# module workshop 38198.33 has been completed and the real estate certificate is pending
3 16# motor assembly workshop 71148.43 under construction
4 17# chemical workshop 31734.73 under construction
5 18# finished product warehouse 10161.61 under construction
6 19# module workshop 387.95 under construction
7 8# complex building 5544.00 under construction
8 15# office building 10654.89 under construction
Total 206932.44-
To sum up, Zhenjiang plant covers an area of 414935.79 m2, the total construction area of the built and under construction projects is 483478.91 m2, and the corresponding planned capacity area is 685720.09 m2.
The planning and design drawing of Zhenjiang plant is as follows:
According to the requirements of the land transfer contract signed by the company, the newly-built buildings, structures and ancillary facilities within the parcel of land under the contract shall meet the planning conditions of the transferred parcel of land determined by the planning management department of the municipal (county) government. Among them: the main building is an industrial plant; The nature of ancillary buildings is reception room and power distribution room; The building floor area ratio shall not be higher than 2.00 and not lower than 0.70. According to relevant requirements, the company has planned and implemented the construction of Zhenjiang phase I, phase II and phase III plants.
As of the date of issuance of this reply, according to the plant planning reported by the company to Zhenjiang Natural Resources Planning Bureau, the capacity area of phase I, phase II and phase III of Zhenjiang plant is 685720.09 m2, and the plot ratio has reached 1.65. The existing land use of the company’s Zhenjiang plant has reached saturation. Therefore, the company’s planned new 12gwh capacity cannot be invested and expanded in Zhenjiang plant. At the same time, in response to the call of the national integration of the Yangtze River Delta, Wuhu, Anhui, is located in the Yangtze River Delta and is close to the company’s Zhenjiang plant. After the completion of the raised investment project, Can effectively play a synergistic effect.
2、 Industrial cluster advantages, raw material supply chain advantages and commercial rationality of investment in the new plant in Wuhu, Anhui Province;
(I) strong local policy support
In 2021, Anhui provincial government issued the action plan for the development of new energy vehicle industry in Anhui Province (2021-2023) (hereinafter referred to as the “action plan”), which further proposed to build new energy vehicle and intelligent network connected vehicle industry demonstration bases focusing on Hefei, Wuhu, Anqing and other cities. The action plan clearly states: “cultivate 3-5 influential new energy vehicle manufacturers and a number of key supporting enterprises with global competitiveness, with more than 10 upward
