Sinolink Securities Co.Ltd(600109)
About Suzhou Hengmingda Electronic Technology Co.Ltd(002947)
Verification opinions on cash management using part of its own funds
Sinolink Securities Co.Ltd(600109) (hereinafter referred to as ” Sinolink Securities Co.Ltd(600109) ” or “recommendation institution”) as a recommendation institution for initial public offering, listing and non-public offering of Suzhou Hengmingda Electronic Technology Co.Ltd(002947) (hereinafter referred to as ” Suzhou Hengmingda Electronic Technology Co.Ltd(002947) ” or “company”), in accordance with the administrative measures for securities issuance and listing recommendation business and the stock listing rules of Shenzhen Stock Exchange According to the requirements of relevant laws and regulations such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the cash management of Suzhou Hengmingda Electronic Technology Co.Ltd(002947) using part of its own funds has been verified. The verification results are as follows:
1、 Previous use of some idle self owned funds for cash management
The company held the 12th meeting of the second board of directors on January 22, 2021 and the first extraordinary general meeting of shareholders in 2021 on February 9, 2021, deliberated and approved the proposal on using part of its own funds for cash management, and agreed to use part of its idle own funds with a total amount of no more than RMB 500 million for cash management, The investment term shall be valid within 12 months from the date of deliberation and approval by the general meeting of shareholders of the company. 2、 Basic information of cash management using some idle self owned funds this time
(I) management purpose
On the premise of not affecting the normal business operation, increase the capital efficiency, improve the maintenance and appreciation of the company’s funds, and protect the interests of the company’s shareholders.
(II) investment quota
The company plans to use idle self owned funds with a total amount of no more than RMB 500 million for cash management. Within the above limit, the funds can be used on a rolling basis.
(III) investment type and term
In order to control risks, the company uses idle self owned funds to appropriately purchase financial products of financial institutions with high security, good liquidity and low risk, and the term of investment products shall not exceed 12 months. The above investment varieties do not involve securities investment, and are not used for the purpose of stocks and their derivatives, securities investment funds and securities investment, as well as bank financial management or trust products with unsecured bonds as the subject matter.
(IV) validity period of investment resolution
Effective within 12 months from the date of deliberation and approval of the first extraordinary general meeting of shareholders in 2022.
(V) implementation mode
The board of directors of the company will authorize the chairman or the person authorized by the chairman to exercise the investment decision-making power within the limit and sign relevant contract documents, including but not limited to: selecting a qualified professional financial institution as the trustee, specifying the amount and period of entrusted financial management, selecting the variety of entrusted financial management products, signing contracts and agreements, etc. The financial products purchased by the company shall not be pledged.
(VI) information disclosure
The company will timely perform the obligation of information disclosure in accordance with the stock listing rules of Shenzhen Stock Exchange and other provisions. 3、 Investment risk analysis and risk control measures
(I) investment risk
1. The company purchases low-risk financial products with high security and good liquidity, but the financial market is greatly affected by the macro economy. It is not ruled out that the investment income will be 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. Operational risks of relevant staff.
(II) risk control measures
1. In order to control risks, the above capital investment varieties are low-risk, short-term (no more than 12 months) financial institutions’ financial products (including but not limited to agreed deposits, structured deposits, time deposits, etc.), the trustee has no relationship with the company, and does not involve the risk investment varieties specified by Shenzhen Stock Exchange. The above financial products shall not be used for pledge.
2. The financial management department of the company will timely analyze and track the investment direction of financial products and project progress. If it is found that there are risk factors that may affect the safety of the company’s funds, it will take corresponding measures in time to control investment risks. The audit department shall supervise the use and custody of financial funds on a daily basis and audit and verify the use of funds from time to time.
3. Independent directors and the board of supervisors have the right to supervise and inspect the use of funds, and may hire professional institutions to audit when necessary.
4. The company will disclose the purchase and profit and loss of financial products during the reporting period in the periodic report in accordance with the relevant provisions of Shenzhen Stock Exchange.
4、 Impact on the company
(I) the company strictly abides by the principle of prudent investment. On the premise of ensuring the daily operation and capital safety of the company, the company carries out cash management with idle self owned funds of no more than 500 million yuan, determines the specific investment period according to the company’s capital situation, and considers the flexibility of product redemption, so it will not affect the daily production and operation of the company, And it is conducive to improving the use efficiency and income of funds.
(II) obtain certain investment benefits through moderate low-risk short-term financial management, so as to improve the overall performance level of the company and seek more investment returns for the shareholders of the company.
5、 Review procedure
The proposal on using part of its own funds for cash management has been deliberated and adopted at the 23rd Meeting of the second board of directors and the 17th meeting of the second board of supervisors, and the independent directors have expressed clear consent. This proposal needs 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 the company’s proposal on using part of its own funds for cash management has been deliberated and approved by the board of directors and the board of supervisors, and the independent directors have issued clear consent opinions, which need to be submitted to the general meeting of shareholders for deliberation. On the premise of ensuring that the normal business operation is not affected, the company uses part of its own funds for cash management, which is conducive to improving the use efficiency and income of funds and obtaining more investment income for the company and shareholders. The recommendation institution has no objection to the company’s implementation of the matter.
(there is no text on this page, which is the signature and seal page of Sinolink Securities Co.Ltd(600109) verification opinions on Suzhou Hengmingda Electronic Technology Co.Ltd(002947) using part of its own funds for cash management) sponsor representative:
Wang Peihua, Fu Yanxin
Sinolink Securities Co.Ltd(600109) mm / DD / yy
