Binjiang Group(SZ:002244) Zheng Quan Zhi Xing·2025-05-29 09:35Core Viewpoint - The document outlines the fundraising management measures of Hangzhou Binjiang Real Estate Group Co., Ltd., emphasizing the importance of proper management and utilization of raised funds to enhance efficiency and ensure compliance with relevant laws and regulations [1][2]. Group 1: Fundraising Management Principles - The company must ensure that the use of raised funds aligns with the commitments made in the issuance application documents and must not change the intended use without proper disclosure [1][2]. - The board of directors is responsible for establishing and implementing effective fundraising management measures [1][3]. - The company must maintain a detailed ledger of the usage of raised funds, ensuring transparency and accountability [2][3]. Group 2: Fundraising Investment Projects - Fundraising investment projects must be implemented through subsidiaries or controlled enterprises, ensuring compliance with the management measures [2][3]. - The company must ensure that raised funds are used exclusively for designated purposes and in accordance with national industrial policies [2][3]. - The board must continuously monitor the management and usage of raised funds to mitigate investment risks [2][3]. Group 3: Fundraising Account Management - The company is required to open a special account for raised funds, which must be approved by the board and used solely for the intended purposes [2][4]. - A tripartite supervision agreement must be signed with the underwriter and the bank holding the funds within one month of the funds being received [3][4]. - The company must disclose the main contents of the tripartite agreement promptly after its signing [4][5]. Group 4: Fund Usage Regulations - Raised funds should primarily be used for the company's main business and must not be used for high-risk investments or to provide financial assistance to others [5][6]. - The company must ensure the authenticity and fairness of the use of raised funds, preventing misuse by controlling shareholders or related parties [6][7]. - Any changes in the use of raised funds must be approved by the board and disclosed in a timely manner [6][7]. Group 5: Reporting and Compliance - The internal audit department must check the management and usage of raised funds at least quarterly and report findings to the audit committee [3][6]. - The company must provide a special report on the management and usage of raised funds annually, including any discrepancies in investment progress [14][15]. - The underwriter or independent financial advisor must conduct regular checks on the management of raised funds and report any irregularities [16][17].