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时代电气: 株洲中车时代电气股份有限公司A股募集资金管理制度
Zheng Quan Zhi Xing·2025-06-27 16:36

Core Viewpoint - The document outlines the fundraising management system of Zhuzhou CRRC Times Electric Co., Ltd, aiming to standardize the management and utilization of raised funds, enhance their effectiveness, and protect investors' rights [2][3]. Group 1: Fundraising Management Principles - The fundraising refers to funds raised through the issuance of stocks or other equity-like securities for specific purposes, excluding funds raised for equity incentive plans [2]. - The system applies to the management of funds raised domestically and does not cover funds raised in the H-share market, which follows different regulations [2]. - The shareholders' meeting and the board of directors are responsible for decision-making regarding the fundraising plan and its usage [3]. Group 2: Fund Usage Regulations - Funds must be used strictly for the purposes disclosed in the prospectus or other public offering documents, and any changes require approval from the shareholders' meeting and relevant regulatory bodies [4][5]. - The company must establish a special account for fundraising, ensuring that funds are not mixed with other funds or used for unauthorized purposes [6][7]. - The company is required to disclose the usage of funds in a timely manner according to relevant regulations [5][6]. Group 3: Fund Storage and Management - Funds must be stored in a centralized manner, with strict management and accurate disclosure [6][7]. - A tripartite supervision agreement must be signed with the underwriter or independent financial advisor and the commercial bank where the funds are stored [6][7]. - The company must ensure that funds are not used for financial investments or for the benefit of controlling shareholders or related parties [12][13]. Group 4: Project Investment and Changes - Funds raised should primarily be invested in the main business to enhance competitiveness and innovation, and not for financial investments [8][9]. - If a project cannot be completed within the original timeframe, the company must disclose the reasons and any adjustments to the investment plan [18][19]. - Any changes to the investment projects must be approved by the board of directors and disclosed to shareholders [31][32]. Group 5: Supervision and Reporting - The company must maintain accurate records of fund usage and report any significant deviations from the investment plan [37][38]. - Independent financial advisors are required to conduct regular audits and provide reports on the management and usage of the funds [20][21]. - The board of directors must review and disclose the findings of these audits in the annual report [20][21].