德方纳米: 募集资金管理制度（2025年6月）

Core Points - The document outlines the fundraising management system of Shenzhen Defang Nano Technology Co., Ltd, aiming to regulate the management of raised funds and improve their usage efficiency [1][2][3] Group 1: Fundraising Management Principles - The company must ensure that the use of raised funds aligns with the commitments made in the prospectus and cannot arbitrarily change the direction of fund usage [1][5] - The board of directors is responsible for establishing a sound fundraising management system, which includes clear procedures for fund storage, usage, changes, supervision, and accountability [2][5] - The company must disclose the actual usage of raised funds accurately and completely, and engage an accounting firm for verification during annual audits [2][5] Group 2: Fund Storage and Usage - The company is required to open a special account for raised funds, which must be managed centrally and cannot be used for non-fund purposes [3][4] - A tripartite supervision agreement must be signed with the bank and the sponsor within one month of the funds being in place, detailing the management of the special account [4][5] - The company must ensure that raised funds are not used for high-risk investments or financial investments such as entrusted loans or securities trading [5][10] Group 3: Fund Usage Procedures - The company must follow strict approval procedures for each expenditure of raised funds, with defined levels of authority for different payment types [11][12] - Any changes to the use of raised funds or the investment projects must be approved by the board and, in some cases, the shareholders [14][15] - The company must regularly review the progress of fundraising investment projects and disclose any significant deviations from the planned usage [18][19] Group 4: Management of Excess Funds - The company must develop a plan for the use of excess funds, which should be allocated to ongoing or new projects, or for share buybacks [14][15] - If excess funds are temporarily used for cash management or to supplement working capital, it must be justified and approved by the board [15][20] Group 5: Compliance and Supervision - The financial department must maintain detailed records of the usage of raised funds, and internal audits should be conducted quarterly [32][33] - The board must report any violations of fundraising management to the Shenzhen Stock Exchange within two trading days [32][36] - The company must ensure that all management and usage of raised funds comply with relevant laws and regulations, and any changes must be promptly disclosed [37][40]