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ST银江: 募集资金管理制度(2025年6月)

Core Viewpoint - The document outlines the fundraising management system of Yinjian Technology Co., Ltd, emphasizing the importance of regulatory compliance, efficient use of raised funds, and the establishment of a structured approval and supervision process for fundraising activities [2][4][16]. Group 1: Fundraising Management - The system is designed to regulate the management of funds raised through public or private securities issuance, ensuring that funds are used for specific purposes as outlined in the company's articles of association [2][4]. - The board of directors and senior management are responsible for ensuring the proper use of raised funds and must not engage in unauthorized changes to the use of these funds [4][6]. - The company must establish a special account for raised funds, which should be managed separately from other funds, and any excess funds must also be stored in this account [4][8]. Group 2: Fund Usage and Approval - The company must ensure that the use of raised funds aligns with the commitments made in the prospectus and cannot arbitrarily change the investment direction [6][10]. - All expenditures involving raised funds require approval from the board of directors, and any significant deviations from the planned investment must be reported [10][14]. - The company is prohibited from using raised funds for high-risk investments or for purposes outside the approved projects [6][12]. Group 3: Monitoring and Reporting - The company is required to conduct semi-annual reviews of the progress of fundraising projects and disclose the findings in regular reports [7][16]. - Independent auditors must verify the actual use of raised funds and report any discrepancies in the annual fundraising report [16][17]. - The company must promptly disclose any changes in the use of raised funds, including the reasons for such changes and the new project details [14][32]. Group 4: Special Provisions for Excess Funds - The company must develop a plan for the use of excess funds raised beyond the planned amount, which requires board approval and must be disclosed [10][11]. - Any use of excess funds for repaying bank loans or permanently supplementing working capital must also be approved by the board and shareholders [11][23]. - Temporary use of idle raised funds for cash management is allowed under strict conditions, ensuring it does not affect the normal operation of fundraising projects [12][26]. Group 5: Compliance and Legal Framework - The fundraising management system must comply with national laws and regulations, and any conflicts with these laws will defer to the legal provisions [42][43]. - The board of directors is responsible for interpreting the fundraising management system and ensuring adherence to the established guidelines [43][44].