Securities Code: 001202 Securities Abbreviation: Jushen Co., Ltd. Announcement No.: 2026-006
Jushen Logistics Group Co., Ltd.
Announcement on Signing the Tripartite Supervision Agreement for Raised Funds
The company and all members of the board of directors guarantee that the content of the information disclosure is true, accurate, and complete, without any false records, misleading statements, or significant omissions.
Jushen Logistics Group Co., Ltd. (hereinafter referred to as "the Company" or "this Company") has recently appointed Guolian Minsheng Securities Co., Ltd. (hereinafter referred to as "Guolian Minsheng") as the Company's sponsor institution. For specific details, please refer to the relevant announcements disclosed by the Company earlier. Recently, the Company has re-signed the tripartite supervision agreement for raised funds with the bank of the special account for raised funds and Guolian Minsheng. The relevant situation is announced as follows:
I. Overview of Raised Funds
According to the approval from the China Securities Regulatory Commission on the "Approval of Guangdong Jushen Logistics Co., Ltd. for Initial Public Offering of Stocks" (Zheng Jian Xu Ke [2021] No. 1117), the Company publicly issued 32,242,000 ordinary shares (A shares) to the public. The par value of each ordinary share is RMB 1.00, and the issue price is RMB 15.09 per share. The total amount of funds raised from this issuance is RMB 486,531,800, and after deducting the issuance expenses of RMB 53,472,100, the net amount of raised funds is RMB 433,059,700. The above-mentioned situation of raised funds has been verified by Tianjian Certified Public Accountants (Special General Partnership), which issued the verification report Tianjian Yan Zi [2021] No. 7-33 on April 23, 2021. The Company has managed the raised funds through a special account and has signed a tripartite supervision agreement with the sponsor institution and the commercial bank holding the raised funds.
II. Establishment of Special Accounts for Raised Funds
As of the date of this announcement, the Company still has 2 special accounts for raised funds, and the details of the special accounts are as follows:
No. | Account Name | Opening Bank | Bank Account | Purpose of Special Account
1 | Xinjiang Jushen Land Port Intermodal Co., Ltd. | Guangfa Bank Co., Ltd. Foshan Branch | 9550880226379100138 | Jushen Zhudong Road Port Project
2 | Guangdong Jushen Warehousing Co., Ltd. | Guangfa Bank Co., Ltd. Foshan Branch | 9550889900002999265 | Jushen Warehousing Phase IV Project
III. Main Content of the Raised Funds Supervision Agreement
(1) Agreement 1
Party A1: Jushen Logistics Group Co., Ltd.
Party A2: Xinjiang Jushen Land Port Intermodal Co., Ltd. (hereinafter referred to as Party A)
Party B: Guangfa Bank Co., Ltd. Foshan Branch (hereinafter referred to as Party B)
Party C: Guolian Minsheng Securities Co., Ltd. (hereinafter referred to as Party C)
To standardize the management of raised funds by Party A and protect the rights and interests of small and medium-sized investors, in accordance with relevant laws and regulations and the "Self-Regulatory Guidelines for Listed Companies on the Shenzhen Stock Exchange No. 1 - Standardized Operations for Main Board Listed Companies," Party A, Party B, and Party C have reached the following agreement through consultation:
- Party A has opened a special account for raised funds (hereinafter referred to as the "Special Account") at Party B, which is used for the storage and use of raised funds for Party A's Jushen Zhudong Land Port Project and shall not be used for other purposes.
- Party A and Party B shall jointly comply with the "Negotiable Instruments Law of the People's Republic of China," "Payment and Settlement Measures," "Regulations on the Administration of RMB Bank Settlement Accounts," and other laws, regulations, and rules.
- Party C, as the sponsor of Party A, shall designate a sponsor representative or other staff to supervise the use of raised funds by Party A in accordance with relevant regulations. Party C shall perform its supervisory duties in accordance with the "Self-Regulatory Guidelines for Listed Companies on the Shenzhen Stock Exchange No. 1 - Standardized Operations for Main Board Listed Companies" and the fund management system formulated by Party A, and may exercise its supervisory rights through on-site investigations, written inquiries, and other means. Party A and Party B shall cooperate with Party C's investigations and inquiries. Party C shall conduct an on-site inspection of Party A's storage and use of raised funds every six months.
- Party A authorizes the sponsor representatives designated by Party C, Liu Yuting and Huang Ying, to inquire about and copy the materials of Party A's special account at any time from Party B; Party B shall provide the required materials related to the special account in a timely, accurate, and complete manner. When the sponsor representatives inquire about the relevant situation of Party A's special account from Party B, they shall present their legal identification; other staff designated by Party C inquiring about the relevant situation of Party A's special account from Party B shall present their legal identification, a letter of introduction from Party C, and a written authorization document issued by Party A allowing them to inquire and copy the materials of Party A's special account from Party B.
- Party B shall issue a reconciliation statement to Party A monthly (before the 5th of each month) and send a copy to Party C. Party B shall ensure that the content of the reconciliation statement is true, accurate, and complete.
- If Party A withdraws an amount exceeding RMB 50 million or 20% of the net amount of raised funds from the special account in a single instance or cumulatively within twelve months, Party B shall promptly notify Party C by email and provide a list of expenditures from the special account, with all parties using the email specified in Article 11 of this agreement as the designated email for sending or receiving notifications.
- Party C has the right to change the designated sponsor representative according to relevant regulations. If Party C changes the sponsor representative, it shall notify Party B in writing with relevant proof documents and also notify Party B in writing of the contact information of the new sponsor representative as required in Article 11 of this agreement. The change of sponsor representative shall not affect the validity of this agreement. Any losses caused by Party C's failure to timely notify Party A and Party B in writing shall be borne by Party C. The new sponsor representative inquiring about the relevant situation of Party A's special account from Party B shall provide relevant materials as stipulated in Article 4 of this agreement.
- If Party B fails to timely issue reconciliation statements to Party C for three consecutive times or fails to notify Party C of significant withdrawals from the special account, and there are serious circumstances affecting the cooperation with Party C's investigation of the special account, Party A or Party C may request Party A to unilaterally terminate this agreement and cancel the special account for raised funds.
- This agreement shall take effect from the date of signature by the legal representatives/persons in charge or their authorized representatives of Party A, Party B, and Party C and shall become invalid upon the complete expenditure of the funds in the special account and the legal cancellation of the account.
- This agreement is made in seven copies, with each of Party A, Party B, and Party C holding one copy, and one copy submitted to the Shenzhen Stock Exchange and the China Securities Regulatory Commission for record, with the remaining copy kept by Party A.
(2) Agreement 2
Party A1: Jushen Logistics Group Co., Ltd.
Party A2: Guangdong Jushen Warehousing Co., Ltd. (hereinafter referred to as Party A)
Party B: Guangfa Bank Co., Ltd. Foshan Branch (hereinafter referred to as Party B)
Party C: Guolian Minsheng Securities Co., Ltd. (hereinafter referred to as Party C)
To standardize the management of raised funds by Party A and protect the rights and interests of small and medium-sized investors, in accordance with relevant laws and regulations and the "Self-Regulatory Guidelines for Listed Companies on the Shenzhen Stock Exchange No. 1 - Standardized Operations for Main Board Listed Companies," Party A, Party B, and Party C have reached the following agreement through consultation: - Party A has opened a special account for raised funds (hereinafter referred to as the "Special Account") at Party B, which is used for the storage and use of raised funds for Party A's Jushen Warehousing Phase IV Project and shall not be used for other purposes.
- Party A and Party B shall jointly comply with the "Negotiable Instruments Law of the People's Republic of China," "Payment and Settlement Measures," "Regulations on the Administration of RMB Bank Settlement Accounts," and other laws, regulations, and rules.
- Party C, as the sponsor of Party A, shall designate a sponsor representative or other staff to supervise the use of raised funds by Party A in accordance with relevant regulations. Party C shall perform its supervisory duties in accordance with the "Self-Regulatory Guidelines for Listed Companies on the Shenzhen Stock Exchange No. 1 - Standardized Operations for Main Board Listed Companies" and the fund management system formulated by Party A, and may exercise its supervisory rights through on-site investigations, written inquiries, and other means. Party A and Party B...