Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd
About Tianjin Zhonghuan Semiconductor Co.Ltd(002129)
Verification opinions on the amount of purchasing financial products with idle self owned funds
Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd. (hereinafter referred to as ” Shenwan Hongyuan Group Co.Ltd(000166) underwriting and recommendation” and “recommendation institution”) is the recommendation institution for the continuous supervision of Tianjin Zhonghuan Semiconductor Co.Ltd(002129) (hereinafter referred to as ” Tianjin Zhonghuan Semiconductor Co.Ltd(002129) ” or “the company”) on the non-public offering of shares in 2021, In accordance with the measures for the administration of securities issuance and listing recommendation business, the guidelines for self regulatory supervision of listed companies No. 13 – recommendation business, the stock listing rules of Shenzhen Stock Exchange, the guidelines for self regulatory supervision of listed companies No. 1 – standardized operation of listed companies on the main board and other relevant provisions, the matters of Tianjin Zhonghuan Semiconductor Co.Ltd(002129) using idle self owned funds to purchase financial products are verified, The details are as follows:
1、 Basic information
1. Investment purpose
In order to improve the efficiency of capital use and increase capital income without affecting the normal operation of the company. 2. Investment quota and term
The amount of idle self owned funds to be used shall not exceed 7 billion yuan, and the service life shall be valid within 12 months from the effective date of the amount. Within the above limit, the funds can be used on a rolling basis within the validity period.
3. Investment varieties
The company will strictly control risks and strictly evaluate financial products in accordance with relevant regulations. The company plans to purchase financial products with high security, good liquidity, low risk and relatively fixed income through banks, trusts, securities and other financial institutions.
4. Source of funds
The funds used for investment in financial products are idle self owned funds of the company.
5. Implementation mode
The management is authorized to handle relevant matters within the limit, and the specific investment is implemented by the financial department. 6. Association relationship
The company has no relationship with the financial institutions providing financial products.
2、 Investment risk analysis and risk control measures
1. Investment risk
(1) Although the financial products have been strictly evaluated, the financial market is greatly affected by the macro-economy. It is not ruled out that the investment is affected by market fluctuations.
(2) The company will intervene timely and appropriately according to the economic situation and changes in the financial market, so the actual income of short-term investment is unpredictable.
(3) Operation and moral hazard of relevant personnel.
2. For investment risks, the proposed measures are as follows:
(1) The company will strictly abide by the principle of prudent investment and choose investment varieties with high safety and good liquidity. It is not allowed to purchase financial products with stocks / equity funds and their derivatives as investment targets. After the approval of the board of directors, the Finance Department of the company will timely analyze and track the investment direction of financial products and project progress. If risk factors that may affect the safety of the company’s funds are found, corresponding measures will be taken in time to control investment risks.
(2) The Audit Department of the company shall conduct daily supervision on the use and custody of financial funds, and regularly audit and verify the use of financial funds.
(3) The company’s independent directors and the board of supervisors have the right to supervise and inspect the use of funds, and can hire professional institutions to audit when necessary.
(4) The company will timely perform the obligation of information disclosure in accordance with the relevant provisions of Shenzhen Stock Exchange.
3、 Impact on the company
On the premise of ensuring normal operation, the company uses its own funds to purchase financial products with high safety and good liquidity, which will not affect the normal turnover of the company’s daily funds and the normal development of the company’s main business; It is also conducive to improving the use efficiency of idle self owned funds and obtaining certain investment income, which is in line with the interests of the company and all shareholders.
4、 The company promises the following:
The company uses idle self owned funds to purchase financial products within the quota, and there is no case of changing the purpose of the raised funds in a disguised manner, no case of using idle raised funds to directly or indirectly make high-risk investments such as securities investment and derivatives trading, and no high-risk investment with self owned funds during the temporary replenishment of the raised funds. 5、 Relevant review procedures
According to the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, the articles of association and other relevant provisions, the company’s use of some temporarily idle self owned funds to purchase financial products has been deliberated and adopted at the 23rd Meeting of the sixth board of directors of the company, The independent directors of the company also expressed explicit consent to the matter. This matter is within the approval authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders of the company for deliberation.
6、 Verification opinions of the recommendation institution
After verification, the sponsor believes that: Tianjin Zhonghuan Semiconductor Co.Ltd(002129) has fulfilled the necessary approval procedures for determining the amount of purchasing financial products with idle self owned funds, there is no case of using idle raised funds to directly or indirectly make high-risk investments such as securities investment and derivatives trading, and will not make high-risk investments with self owned funds during the temporary replenishment of raised funds, In compliance with relevant laws and regulations and exchange rules, Shenwan Hongyuan Group Co.Ltd(000166) underwriting sponsor has no objection to Tianjin Zhonghuan Semiconductor Co.Ltd(002129) using idle own funds to purchase the amount of financial products.
(there is no text on this page, which is the signature page of the verification opinions of Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd. on Tianjin Zhonghuan Semiconductor Co.Ltd(002129) using idle own funds to purchase financial products)
Sponsor representative:
Li Zhiwen, Zeng Wenhui
Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting and recommendation Co., Ltd. January 21, 2022
