Huatai United Securities Co., Ltd.
Audit Opinion on Tianji New Energy Science and Technology Co., Ltd.'s Use of Raised Funds to Provide Loans to its Holding Subsidiary for the Implementation of IPO Projects and Related Party Transactions
Huatai United Securities Co., Ltd. (hereinafter referred to as "Huatai United Securities" or "Sponsor"), as the sponsor of Tianji New Energy Science and Technology Co., Ltd. (hereinafter referred to as "Tianji Shares", "Company", or "Issuer") for its private placement of shares in 2021, in accordance with the "Administrative Measures for Securities Issuance and Listing Sponsorship Business", "Supervision Rules for the Supervision of Raised Funds of Listed Companies", and "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guidelines No. 1 - Normative Operation of Main Board Listed Companies (2025 Revision)" and other relevant regulations, has audited the Company's use of raised funds to provide loans to its holding subsidiary for the implementation of IPO projects and related party transactions. The details are as follows:
I. Basic Situation of Raised Funds
According to the "Approval on the Registration of Tianji New Energy Science and Technology Co., Ltd.'s Private Placement of Shares" (Securities Regulatory Permit [2023] No. 1393) issued by the China Securities Regulatory Commission on June 26, 2023, the Company issued 96,030,038 ordinary shares (A shares) to 8 specific investors at an issue price of RMB 9.32 per share. As of November 29, 2023, the Company had raised a total of RMB 894,999,954.16. After deducting issuance expenses of RMB 19,206,955.87, the net amount of raised funds is RMB 875,792,998.29. As of November 29, 2023, all the raised funds from the aforementioned issuance have been received by the Company. This has been verified and confirmed by the capital verification report No. "Dahua Audit [2023]000704" issued by Dahua Certified Public Accountants (Special General Partnership).
To standardize the management and use of the Company's raised funds and protect investors' rights and interests, the Company has established special accounts for raised funds. Upon arrival, all raised funds have been deposited into the special accounts for raised funds approved by the Company's Board of Directors. The Company, the implementation entities related to the IPO projects, the Sponsor, and the commercial banks where the raised funds are deposited have signed tripartite/quadripartite custody agreements for the raised funds.
II. Basic Situation of Raised Funds Investment Projects
According to the "Capital Verification Report" (Dahua Audit [2023]000704) issued by Dahua Certified Public Accountants (Special General Partnership), the net amount of raised funds from the Company's private placement of shares is RMB 875,792,998.29, which is lower than the total planned investment in the IPO projects. To ensure the smooth implementation of the IPO projects, the Company has decided to adjust the investment amounts for each project based on their urgency. For details, please refer to the "Announcement on Adjusting the Planned Investment Amount of Raised Funds for IPO Projects" disclosed by the Company on Juchao Information Network on December 19, 2023. The investment situation of the adjusted raised funds projects is as follows: