Guotai Haitong Securities Co., Ltd.
Issuance and Sponsorship Report for Beijing Zhongke Runyu Environmental Protection Technology Co., Ltd.'s Issuance of Convertible Bonds to Unspecified Targets
Beijing Zhongke Runyu Environmental Protection Technology Co., Ltd. plans to issue convertible corporate bonds to unspecified targets with a total issuance size not exceeding RMB 10,000.00 million and list them on the ChiNext market. Guotai Haitong Securities Co., Ltd. has been appointed as the sponsor for this securities issuance.
In accordance with the "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Administrative Measures for the Registration of Securities Issuances by Listed Companies," and the "Administrative Measures for Securities Issuance and Underwriting Business," as well as other relevant laws and regulations, and the relevant regulations of the China Securities Regulatory Commission and the Shenzhen Stock Exchange, the sponsor and its sponsored representatives have acted with honesty, integrity, diligence, and responsibility. They have strictly adhered to the business rules, industry practices, and ethical standards formulated in accordance with the law to issue this issuance sponsorship report, and they guarantee the truthfulness, accuracy, and completeness of this issuance sponsorship report.
(Unless otherwise specified in this issuance sponsorship report, the terms used herein have the same meaning as in the "Prospectus for the Issuance of Convertible Bonds to Unspecified Targets by Beijing Zhongke Runyu Environmental Protection Technology Co., Ltd." In this issuance sponsorship report, there may be discrepancies in the last digit between the sum of partial totals and the sum of individual items, or between the calculation results of some ratio indicators and the numerical values. These discrepancies are due to rounding.)
Table of Contents
Explanation 1
Section 1 Basic Information of This Securities Issuance 2
I. Sponsor's Name 2 II. Information on the Sponsor's Designated Sponsors 2 III. Information on the Sponsor's Designated Project Coordinators and Other Project Team Members 2 IV. Type of Issuance 3 V. Basic Information of the Issuer 3 VI. Verification of the Relationship Between the Sponsor and the Issuer 9 VII. Sponsor's Internal Review Procedures and Review Opinions 10
Section 2 Sponsor's Commitment Matters 13
I. Sponsor's General Commitment to This Issuance Sponsorship 13 II. Sponsor's Itemized Commitments to This Issuance Sponsorship 13
Section 3 Recommendation for This Issuance 15
I. Sponsor's Conclusion on the Recommendation for This Securities Issuance 15 II. Decision-Making Procedures Undertaken by the Issuer for This Securities Issuance 15 III. This Issuance Complies with the Relevant Regulations of the "Securities Law" for Issuance of Convertible Bonds to Unspecified Targets 16 IV. This Issuance Complies with the Relevant Regulations of the "Registration Management Measures" for Issuance of Convertible Bonds to Unspecified Targets 18 V. This Issuance Complies with the Relevant Regulations of the "Registration Management Measures" for Issuance and Underwriting of Convertible Bonds 24 VI. The Company Does Not Belong to the Scope of Enterprises Subject to Joint Punishments as Stipulated in the "Memorandum of Cooperation on Jointly Implementing Punitive Measures Against Dishonest Persons Subject to Enforcement" and the "Memorandum of Cooperation on Jointly Implementing Punitive Measures Against Customs Dishonest Enterprises," Nor Does It Belong to General Dishonest Enterprises or Customs Dishonest Enterprises 29 VII. Major Risks Faced by the Issuer 30 VIII. Evaluation of the Issuer's Development Prospects 37 IX. Verification Opinion on the Engagement of Third Parties in Investment Banking Business 50
Explanation
In this issuance sponsorship report, unless otherwise indicated by the context, the following terms shall have the meanings set forth below: