Meirui New Materials Co., Ltd. Management Measures for Raised Funds
Chapter 1 General Provisions
Article 1 To regulate the management of raised funds by Meirui New Materials Co., Ltd. (hereinafter referred to as the "Company"), improve the efficiency of fund utilization, and in accordance with the "Company Law of the People's Republic of China," the "Securities Law of the People's Republic of China," the "Supervisory Rules for Raised Funds of Listed Companies," the "Shenzhen Stock Exchange GEM Stock Listing Rules," the "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guide No. 2 - Standardized Operation of GEM Listed Companies," and other relevant laws, regulations, and normative documents, as well as the "Articles of Association of Meirui New Materials Co., Ltd." (hereinafter referred to as the "Articles of Association"), and combined with the Company's actual situation, these Measures are formulated.
Article 2 The Company's raised funds management shall be subject to these Measures.
Article 3 Raised funds as referred to in these Measures refer to funds raised by the Company from investors through the issuance of shares or other equity-like securities for specific purposes, excluding funds raised for equity incentive plans.
Article 4 The Company shall establish and improve a system for the storage, management, use, change of use, supervision, and accountability of raised funds, clarifying the hierarchical approval authority, decision-making procedures, risk control measures, and information disclosure requirements for the use of raised funds, and standardizing the use of raised funds.
The Board of Directors shall continuously pay attention to the storage, management, and use of raised funds to effectively prevent investment risks and improve the efficiency of fund utilization.
Any violation of these Measures that causes losses to the Company (including economic and reputational losses) shall be subject to disciplinary action against the responsible person(s) based on the specific circumstances, and if necessary, the responsible person(s) shall bear corresponding civil compensation liabilities.
Article 5 The Company's directors and senior management personnel shall perform their duties diligently to ensure the safety of the Company's raised funds and shall not manipulate the Company to arbitrarily change or disguise the purpose of the raised funds.
Article 6 Where raised fund investment projects are implemented by the Company's subsidiaries or other enterprises controlled by the Company, the Company shall ensure that such subsidiaries or other enterprises controlled by the Company comply with these Measures.
Chapter 2 Storage of Raised Funds
Article 7 The Company shall prudently select commercial banks and open special accounts for raised funds (hereinafter referred to as "Special Accounts"). Raised funds shall be centrally managed and used in Special Accounts approved by the Board of Directors, and Special Accounts shall not be used to store non-raised funds or for other purposes.
If the Company has undergone financing twice or more, separate Special Accounts for raised funds shall be established.
The portion of the actual net raised funds exceeding the planned amount of raised funds (hereinafter referred to as "Excess Raised Funds") shall also be managed in the Special Accounts for raised funds.
Article 8 Within one month after the raised funds are in place, the Company shall sign a tripartite supervision agreement (hereinafter referred to as the "Tripartite Agreement") with the sponsor institution or independent financial advisor and the commercial bank where the raised funds are deposited (hereinafter referred to as the "Commercial Bank"). After the relevant agreement is signed, the raised funds can be used. The Tripartite Agreement shall include at least the following contents:
(1) The Company shall centrally deposit the raised funds in the Special Account;
(2) The account number of the Special Account, the raised fund investment project involved in this Special Account, and the deposited amount;