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About AVIC (Chengdu) Unmanned Aircraft Systems Co., Ltd
Verification opinions on the deposit and use of raised funds in 2024
China Securities Co., Ltd. (hereinafter referred to as "China Securities Securities") and AVIC Securities Co., Ltd. (hereinafter referred to as "AVIC Securities", China Securities and AVIC Securities are collectively referred to as the "Joint Sponsors") as the joint sponsors of the initial public offering of shares of AVIC (Chengdu) Unmanned Aircraft Systems Co., Ltd. (hereinafter referred to as "China UAV", "the Company") and the continuous supervision of the listing on the Science and Technology Innovation Board, in accordance with the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, and the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies", "Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation" and other laws, regulations and normative documents, the deposit and use of raised funds in 2024 have been verified, and the verification situation and verification opinions are as follows:
1. Basic information of the funds raised
1. The raised funds are in place
Approved by the China Securities Regulatory Commission on the approval of the registration of the initial public offering of shares of AVIC (Chengdu) Unmanned Aerial Systems Co., Ltd. (Zheng Jian Xu Xu [2022] No. 825), and approved by the Shanghai Stock Exchange, the company publicly issued 135 million shares (A shares) to the public at an issue price of 32.35 yuan per share, raising a total of 436,725.00 yuan, and the actual net amount of funds raised after deducting the issuance expenses
was 419,705.72 million yuan. All of the proceeds were fully secured on June 21, 2022.
The matter has been verified by Lixin Certified Public Accountants (Special General Partnership) and was verified on June 21, 2022
The "Capital Verification Report" (Xinhuishi Bao Zi [2022] No. [ZD10132]) was issued.
2. The use and balance of the raised funds in 2024
In 2024, the company actually used the raised funds to invest 198.3028 million yuan; As of December 2024
On the 31st, the balance of the company's special account for raising funds was 3439.6099 million yuan (including the interest generated by the bank deposits of the raised funds and deducting bank charges).
2. Management of raised funds
1. Management of raised funds
In order to standardize the use and management of raised funds, protect the rights and interests of investors, improve the efficiency of the use of raised funds, and effectively protect the interests of investors, the company has formulated the "Management System for Raised Funds" in accordance with the relevant regulations and requirements such as the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies and the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation. The raised funds will be deposited in the special account for raised funds approved by the board of directors for centralized management, and the company will manage and use the raised funds in accordance with the requirements of the regulations.
2. Regulatory agreement on raised funds
In accordance with the requirements of the Shanghai Stock Exchange and relevant regulations, the Company and the joint sponsor have signed the Tripartite Supervision Agreement on the Storage of Special Accounts for Raised Funds with Industrial and Commercial Bank of China Co., Ltd. Chengdu Huangtianba Branch, China Construction Bank Corporation Chengdu Second Branch, Agricultural Bank of China Co., Ltd. Chengdu West Sub-branch and China Merchants Bank Co., Ltd. Chengdu Branch on June 14, 2022.
There is no material difference between the above-mentioned regulatory agreement for raised funds and the model regulatory agreement of the Shanghai Stock Exchange
As of December 31, 2024, the above-mentioned tripartite regulatory agreement of the Company has been effectively implemented.
3. Storage of special accounts for raised funds
As of December 31, 2024, the company's raised funds are stored as follows:
Unit: RMB 10,000 yuan
Preface: Opening Bank, Bank Account, Balance, Remarks
number
1 Industrial and Commercial Bank of China Co., Ltd. Chengdu 4402219009100241072 124,097.33 Raised funds
Huangtianba sub-branch special account
2 China Construction Bank Corporation Chengdu 51050142620800004925 49,083.51 fundraising
The second branch of the special account
3 Agricultural Bank of China Co., Ltd. Chengdu 22872501040020010 43,153.14 Raising funds
Chengxi branch special account
4 China Merchants Bank Co., Ltd. Chengdu Branch 128908624410501 127,627.01 Raised funds
Special account
Total 343,960.99
3. The use of the funds raised in 2024
1. The use of funds for the investment project of the raised funds (hereinafter referred to as the "fund-raising project").
According to the company's "Initial Public Offering of Shares and Listing on the Science and Technology Innovation Board Prospectus" disclosed in the initial public offering of shares to raise funds investment projects and the use of raised funds, the company intends to invest the funds raised in this offering after deducting the issuance costs in the development and industrialization of unmanned aerial vehicle systems, technical research and research and development capacity improvement projects and supplementary liquidity. The use of the company's raised funds this year is as follows:
Comparison table of the use of raised funds
Preparation unit: AVIC (Chengdu) UAV System Co., Ltd. 2024 Amount unit: RMB 10,000 yuan
Total funds raised 419,705.72 The total amount of funds raised during the year was 19,830.28
Total amount of proceeds to be repurposed -
A total of 95,772.02 funds have been invested
Proportion of total proceeds for change of purpose -
Changed Accumulated items as of the end of the period
project, as of the end of the period commitment as of the end of the period of the total amount of investment as of the end of the period of the project as of the end of the year is not feasible Yes
Commitment Investment Includes Raised Funds Commitment Adjusted Investment Amount Invested in the Current Year Cumulative Investment and Committed Investment Progress (%) Expected to be achieved or not
Total amount of investment in change of capital item Total (1) Amount Amount (2) Difference in amount (4) = (2)/(1) Significant change in the estimated weight of the current situation
(e.g. (3)=(2)-(1) period benefit benefit
Yes)
Unmanned aircraft
System Research 2027 12 Discomfort Discomfort
Production and production 97,125.00 97,125.00 97,125.00 16,574.83 64,693.68 -32,431.32 66.61 Months No
Commercialization
eye
Technical research
Research and research 2027 12 discomfort discomfort
Generating capacity No 46,875.00 46,875.00 46,875.00 3,255.45 11,078.33 -35,796.67 23.63 Months Usage No
Upgrades
eye
Replenishment Flow No 20,000.00 20,000.00 20,000.00 - 20,000.00 - 100.00 Not applicable Discomfort Discomfort No
Use of funds
Total 164,000.00 164,000.00 164,000.00 19,830.28 95,772.02 -68,227.98
Based on the development trend of drone technology, the diversified needs of customers and resource allocation, the R&D time of existing fundraising projects
and the development cycle needs to be extended, so the company re-examines and optimizes the fund-raising project, and after comprehensive analysis and prudent evaluation,
The "UAV system development and industrialization project" and "technology research and R&D capacity improvement project" have reached the predetermined usable state
Reasons for not meeting the planned schedule (by specific fundraising project) The status date has been postponed to December 2027.
On December 25, 2024, the company held the 25th meeting of the 5th board of directors and the 13th meeting of the 5th board of supervisors.
The "Proposal on the Postponement of Some Fund-raising Projects" was reviewed and approved, and it was agreed that the "UAV system development and industry" in the fund-raising and investment projects were approved
The scheduled availability date of the "Chemical Project" and the "Technology Research and R&D Capability Improvement Project" has been extended.
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
Cash management of idle raised funds and investment in related products are not applicable
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 raised funds For details, please refer to "8. Other uses of raised funds" in "3. Use of raised funds in 2024" in this verification opinion
2. Advance investment and replacement of fund-raising projects
During the reporting period, the company did not have the replacement of self-raised funds in advance.
3. Use idle raised funds to temporarily supplement liquidity
During the reporting period, the company did not use idle raised funds to temporarily replenish liquidity.
4. Cash management of idle raised funds and investment in related products
During the reporting period, the company did not use temporarily idle raised funds for cash management.
5. Use over-raised funds to permanently replenish working capital or repay bank loans
During the reporting period, the company did not use over-raised funds to permanently replenish working capital or bank loans.
6. The over-raised funds are used for projects under construction and new projects
During the reporting period, the company did not over-raise funds for projects under construction and new projects.
7. The use of surplus raised funds
During the reporting period, the company did not use the surplus funds of fund-raising projects for other fund-raising projects or non-fund-raising projects.
8. Other circumstances of the use of raised funds
On December 25, 2024, the company held the 25th meeting of the 5th board of directors and the 5th supervisor
At the 13th meeting, the "Proposal on the Postponement of Some Fundraising Projects" was deliberated and approved, and it was agreed to postpone the date when the "UAV System Development and Industrialization Project" and "Technology Research and R&D Capability Improvement Project" in the fundraising and investment projects reach the scheduled usable state to December 2027.
4. Change the use of funds for investment projects with raised funds
In 2024, the company did not change the investment projects of the raised funds.
5. Problems in the use and disclosure of raised funds
The company strictly follows the "Company Law", "Securities Law" and "Guidelines for the Supervision of Listed Companies No. 2 - Listed Company Offering".
Regulatory Requirements for the Management and Use of Raised Funds, the Rules for the Listing of Stocks on the Sci-Tech Innovation Board of the Shanghai Stock Exchange, and the Self-Regulatory Guidelines for Listed Companies on the Sci-Tech Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, as well as the relevant provisions and requirements of the Management System for Raised Funds, shall deposit and use the raised funds, and perform the relevant information disclosure in a timely, true, accurate and complete manner, and there shall be no illegal use of the raised funds.
6. The accountant's assurance opinion on the annual deposit and use of the raised funds
Daxin Certified Public Accountants (Special General Partnership) reviewed the "Special Report on the Deposit and Use of Raised Funds in 2024" (hereinafter referred to as the "Special Report"), and issued the "Audit Report on the Deposit and Actual Use of Raised Funds of AVIC (Chengdu) Unmanned Aerial Systems Co., Ltd." (Daxin Zhuan Shen Zi [2025] No. 1-00490). Daxin Certified Public Accountants (Special General Partnership) believes that the special report on the deposit and actual use of raised funds prepared by China UAV complies with relevant regulations, and fairly reflects the actual deposit and use of raised funds in 2024 in all material aspects.
7. Verification opinions of the joint sponsors
After verification, the joint sponsor believes that the deposit and use of the company's raised funds in 2024 comply with the provisions of the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies, and the Guidelines for the Application of Self-Regulatory Rules for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized OperationThere is no illegal use of raised funds.
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(There is no text on this page, it is the signed and stamped page of the "Verification Opinions of China Securities Co., Ltd. and AVIC Securities Co., Ltd. on the Deposit and Use of Funds Raised by AVIC (Chengdu) Unmanned Aircraft Systems Co., Ltd. in 2024")
Sponsor Representative:
Liu Jiaqi Liu Xianfeng
China Securities Co., Ltd
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(There is no text on this page, it is the signed and stamped page of the "Verification Opinions of China Securities Co., Ltd. and AVIC Securities Co., Ltd. on the Deposit and Use of Funds Raised by AVIC (Chengdu) Unmanned Aircraft Systems Co., Ltd. in 2024")
Sponsor Representative:
Sun Jie, Shen Xiqiang
AVIC Securities Limited
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