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China Railway Communication and Signal Co., Ltd
Annual Deposit and Use of Raised Funds Assurance Report 2024
Xinhuishi Bao Zi [2025] No. ZG10571
About China Railway Communication and Signal Co., Ltd.'s 2024 fundraising
Assurance report of the special report on storage and use
Xinhuishi Bao Zi [2025] No. ZG10571
All shareholders of China Railway Communication and Signal Co., Ltd.:
We have been entrusted to perform a reasonable assurance business on the attached special report on the deposit and use of raised funds in 2024 (hereinafter referred to as the "special report on raised funds") of China Railway Communication and Signal Co., Ltd. (hereinafter referred to as "your company").
1. Responsibilities of the Board of Directors
The responsibility of the board of directors of your company is to prepare a special report on the raised funds in accordance with the relevant provisions of the China Securities Regulatory Commission's Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies (Revised in 2022) (CSRC Announcement [2022] No. 15), the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and the Self-Regulatory Guidelines for Listed Companies on the Shanghai Stock Exchange No. 1 - Announcement Format. This responsibility includes designing, implementing and maintaining internal controls related to the preparation of the special report on the raised funds to ensure that the special report on the raised funds is true, accurate and complete, and that there are no false records, misleading statements or material omissions.
2. Responsibilities of certified public accountants
Our responsibility is to issue an assurance conclusion on the special report on the raised funds on the basis of the assurance work carried out.
3. Overview of work
We performed our assurance engagements in accordance with the provisions of the Chinese Certified Public Accountants Other Assurance Engagements No. 3101 - Assurance Engagements Other than the Audit or Review of Historical Financial Information. The Code requires us to comply with the Code of Professional Ethics and to plan and implement assurance work to determine whether the special report on the proceeds is in accordance with the China Securities Regulatory Commission's Guidelines for the Supervision of Listed Companies No. 2 in all material respects -
- Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies (Revised in 2022) (CSRC Announcement [2022] No. 15), the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and the Self-Regulatory Guidelines for Listed Companies on the Shanghai Stock Exchange No. 1 - Announcement Format, which truthfully reflect the deposit and use of the raised funds of your company in 2024 to obtain reasonable assurance. In the course of performing assurance work, we have implemented procedures that we deem necessary, including inquiries and inspection of accounting records. We believe that our assurance work provides a reasonable basis for the publication of our assurance conclusions.
Fourth, the conclusion of the verification
We believe that in all material respects, your company's special report on the deposit and use of raised funds in 2024 is in accordance with the China Securities Regulatory Commission's Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies (Revised in 2022) (CSRC Announcement [2022] No. 15), the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and the Self-Regulatory Guidelines for Listed Companies on the Shanghai Stock Exchange No. 1 - Announcement Format", which truthfully reflects the deposit and use of your company's raised funds in 2024.
5. Restrictions on the Use of Reports
This report is for your company's use only for the purpose of disclosing the 2024 Annual Report and not for any other purpose.
Lixin Certified Public Accountants Chinese Certified Public Accountants:
(Special General Partnership)
Chinese Certified Public Accountants:
Shanghai, China, March 28, 2025
China Railway Communication and Signal Co., Ltd
Special report on the deposit and use of raised funds in 2024
In accordance with the relevant provisions of the China Securities Regulatory Commission's Guidelines for the Supervision of Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies (Revised in 2022) (CSRC Announcement [2022] No. 15), the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and the Self-Regulatory Guidelines for Listed Companies on the Shanghai Stock Exchange No. 1 - Announcement Format, the Company issued a policy for 2024 The deposit and use of the annual raised funds shall be reported as follows:
1. Basic information of the funds raised
According to the approval of the China Securities Regulatory Commission (CSRC) on the approval of the registration of the initial public offering of shares of China Railway Communication and Signal Co., Ltd. (Zheng Jian Xu Xu [2019] No. 1135), China General Signal issued 1.800 billion ordinary shares in the initial public offering, raising a total of RMB 10,530,000,000, with a net amount of funds raised
RMB 10,354,342,373.23. All of these funds were fully disbursed on July 16, 2019. Ernst & Young
Huaming Certified Public Accountants (Special General Partnership) conducted an audit on the above matters and issued the Capital Verification Report of China Railway Communication and Signal Co., Ltd. (Ernst & Young Huaming (2019) Jian Zi No. 61172338_A01). After the raised funds arrived, all of them have been deposited in the special account for raised funds approved by the board of directors of the company, and the company has signed the "Tripartite Supervision Agreement on Raised Funds" with the sponsor institution and the commercial bank that deposited the raised funds.
As of December 31, 2024, the total amount of interest (including wealth management income) generated by the raised funds deposited with the bank
$910.28 million. As of December 31, 2024, the Company has used the raised funds in RMB
RMB5,845.86 million, of which RMB2,693.31 million was used for advanced and intelligent technology research and development projects, RMB25.35 million for advanced and intelligent manufacturing base projects, RMB131.26 million for informatization construction projects, RMB2,995.93 million for supplementary working capital, and RMB2,718.76 million for the current balance of the deposit account for raised funds (including interest income from the special account for raised funds). See the table below for details:
Unit: Yuan Currency: RMB
Project amount
The initial amount of the raised capital account is 10,380,990,566.04
Less: 2,693,308,905.45 was invested in R&D projects of advanced and intelligent technologies
Less: 25,350,000.00 invested in advanced and intelligent manufacturing base projects
Less: 131,264,404.00 was invested in informatization construction projects
Less: Supplementary liquidity investment 2,995,934,028.20
Less: Partial issuance expenses 26,648,192.81
Less: Purchase of wealth management products 2,700,000,000.00
Less: Handling fee 1,377.14
Project amount
Add: Received bank interest (including wealth management income) 910,280,181.98
The balance of the special account for raising funds was 2,718,763,840.42
2. Management of raised funds
In 2019, China General Signal formulated the "China Railway Communication and Signal Co., Ltd. A-share Fund Management Management".
The Measures (hereinafter referred to as the "Measures for the Management of Raised Funds") were deliberated and approved by the first extraordinary general meeting of shareholders of the Company in 2019. The Measures set out detailed provisions on the deposit, use, change of investment direction, management and supervision of the funds raised by A-shares, and have been strictly enforced.
The Company and the sponsor are respectively in cooperation with China Merchants Bank Co., Ltd. Beijing Branch, Huaxia Bank Co., Ltd. Beijing West Railway Station Sub-branch, Industrial Bank Co., Ltd. Beijing Lize Sub-branch, and China Everbright Bank Co., Ltd
On July 16, 2019, Tsinghua Park Sub-branch of the Company signed the "Tripartite Supervision of the Storage of Special Accounts for Raised Funds".
Agreement", signed with China Everbright Bank Co., Ltd. Beijing Chaonei Sub-branch on December 16, 2022
Tripartite Supervision Agreement on the Storage of Raised Funds in Special Accounts.
As of December 31, 2024, the deposits of the raised funds are shown in the table below:
Unit: Yuan Currency: RMB
Bank Account Number Deposit December 31, 2024 Account
Method Balance
Huaxia Bank Co., Ltd. Beijing West Railway Station Sub-branch 10235000000194262 Current account 2,384,339,440.64
Industrial Bank Co., Ltd. Beijing Lize Sub-branch 321380100100110492 Demand 9,311,410.60
China Everbright Bank Co., Ltd. Beijing Tsinghuayuan Sub-branch 35360188000100134 current account closed
China Merchants Bank Co., Ltd. Beijing Branch 955106660688008 Current account 271,840.85
Huaxia Bank Co., Ltd. Beijing West Railway Station Sub-branch 10235000000194251 current account closed
China Everbright Bank Co., Ltd. Beijing Chaonei Sub-branch 35020188021072032 Current account 324,841,148.33
Total / / 2,718,763,840.42
3. The actual use of the funds raised during the year
(1) The use of funds raised for investment projects
After the 7th meeting of the third board of directors of the company and the first extraordinary general meeting of shareholders in 2019, 2019
The first class meeting of domestic shares of the year and the first class meeting of H shares in 2019 approved that the Company intends to invest the proceeds raised from this offering in advanced and intelligent technology research and development projects after deducting the issuance costs
and intelligent manufacturing base projects, information construction projects and supplementary working capital. As of December 31, 2024
For the use of daily raised funds, please refer to the "Comparison Table of Raised Funds".
(2) Cash management of idle raised funds and investment in related products
On July 31, 2024, the Company held the 23rd meeting of the fourth board of directors and the fourth session of the board of supervisors
At the 14th meeting, the "Proposal on the Use of Temporarily Idle Raised Funds for Cash Management" was deliberated and approved, and it was agreed that the company should use the idle raised funds with a limit of no more than RMB 2.7 billion (inclusive) to carry out cash management under the condition of ensuring that the progress of the investment plan of the raised funds is not affected, the normal production and operation of the company is not affected, and the safety of funds is ensured, and is used to purchase investment products with high security, good liquidity and principal preservation (including but not limited to structured deposits, time deposits, large-amount certificates of deposit, call deposits, etc.). The period of use is not more than 12 months. up to
On December 31, 2024, the cash management of the raised funds by the China General Account is detailed in the following table:
Unit: 10,000 yuan Currency: RMB
As of 2024
Approved investment as of December 2024
Serial No. Trustee Product Type Actual Investment Period December 31 Remarks
Amount Balance on the 31st of the month
Daily interest
1 China Merchants Bank Co., Ltd. Beijing Branch 7-day call deposit 25,000 25,000 2022.9 - can be released at any time 20,000 139 to be returned after maturity
2 China Everbright Bank Co., Ltd. Beijing Chaonei Sub-branch Certificates of Deposit 195,000 195,000 2022.12 - Repayable at any time 195,000 - Returned after maturity
3 China Everbright Bank Co., Ltd. Beijing Chaonei Sub-branch Large Certificate of Deposit 55,000 55,000 2024.6 - Repayable at any time 55,000 - Returned after maturity
Total / / / 270,000 139 /
Page 4 of the special report
The principle of maximizing the interests of investors, according to the actual situation and development strategy, actively research, and further improve the efficiency of the use of raised funds. Advanced and intelligent technology R&D projects, informatization projects
Due to the external environment, the time schedule is not as expected. However, the implementation conditions and feasibility of the project have not undergone major changes, which is in line with the company's strategic planning and is conducive to accelerating the company's differentiation and determination
The competitive advantage of system, high-end technology and service is conducive to improving the operational efficiency of enterprises, strengthening risk management, promoting decision-making optimization and enhancing market competitiveness
Give. The company's scientific research funds are more inclined to the direction of original and leading technology research, and strengthen the application and transformation of scientific and technological innovation achievements; As of the end of 2024, it has 5,248 authorized patents.
Among them, there are 3,091 invention patents. Since 2022, the construction of the treasury system has been launched, the fund management system has been strengthened, and the integration of the financial sharing center and "industry, finance, tax, finance and invoice" has been promoted
system construction, which is currently in progress.
Explanation of significant changes in project feasibility Not applicable
Advance investment and replacement of raised funds investment projects are not applicable
Temporary replenishment of liquidity with idle raised funds Not applicable
On July 31, 2024, the company held the 23rd meeting of the fourth board of directors and the 14th meeting of the fourth board of supervisors, and deliberated and approved the "On the Use of Temporarily Idle Raised Funds for Cash
The proposal on fund management agrees that the company will use the idle raised funds with a quota of no more than RMB 2.7 billion (including this amount) to ensure that the progress of the investment plan of the raised funds will not be affected and the public will not be affected
Cash management of idle raised funds and investment in related products The company conducts cash management under the condition of normal production and operation and ensuring the safety of funds, and is used to purchase investment products with high security, good liquidity and principal protection (including but not limited to structured deposits,
Fixed deposits, large certificates of deposit, call deposits, etc.), with a term of not more than 12 months. As of December 31, 2024, the balance of seven-day call deposits and large-value certificates of deposit was 2.7 billion yuan
The cash management interest was $345.45 million, and no risk was found in the existing cash management products.
Not applicable to the permanent replenishment of working capital with over-raised funds or repayment of bank loans
The amount and reason for the balance of the proceeds are not applicable
Other uses of proceeds Not applicable
Note 1: As of the end of the reporting period, a total of $2,693,310,000 was invested in advanced and intelligent technology R&D projects. Among them, RMB 2047.88 million was invested in the research of advanced rail transit control system and key technologies, RMB 174.87 million was invested in the research of intelligent integrated operation and maintenance system and technology of rail transit, and the research of smart city and industry communication information system
RMB 358.41 million was invested in research, RMB 13.72 million was invested in the research of chip technology suitable for rail transit, and RMB 98.42 million was invested in the research of intelligent construction technology for rail transit.
Note 2: As of December 31, 2024, the actual amount of supplementary working capital projects invested in the supplementary liquidity project was RMB2,995,930,000 in the comparison table on the use of raised funds, including the total initial committed investment of RMB2,954,340,000 and the current interest generated in the corresponding special bank account of RMB41,590,000.
Note 3: There is a penny difference between the sum of individual data and the summary of related data, which is caused by rounding during calculation.
Page 2 of the Schedule
Ticker Name
Percentage Change
Inclusion Date