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汉桑科技: 中国国际金融股份有限公司、中邮证券有限责任公司关于参与战略配售的投资者的专项核查报告
Zheng Quan Zhi Xing· 2025-07-23 13:10
Core Viewpoint - The report outlines the strategic placement of investors in the initial public offering (IPO) of Hansang (Nanjing) Technology Co., Ltd., detailing the qualifications and selection criteria for participating investors [1][2][22]. Group 1: Strategic Placement Overview - The IPO will utilize a combination of strategic placement to selected investors, offline inquiries to qualified investors, and online pricing for the general public [2][3]. - The lead underwriters, China International Capital Corporation and China Post Securities, are responsible for verifying the qualifications of the participating strategic investors [2][3]. Group 2: Investor Selection Criteria - Eligible investors for strategic placement include large enterprises with strategic cooperation relationships, large insurance companies, national investment funds, and other qualified investors as per relevant regulations [3][4]. - Specific criteria for investor selection include long-term investment intentions and the requirement for self-owned funds for subscription [3][4]. Group 3: Participating Investors - Three investors are participating in the strategic placement: Shenzhen Anpeng Venture Capital Fund, a special asset management plan for employees of Hansang, and China CICC Wealth Securities [4][12]. - Shenzhen Anpeng Venture Capital Fund is a subsidiary of Beijing Automotive Group, which is a large enterprise with significant assets and revenue [5][7][8]. Group 4: Financial and Operational Details - As of April 28, 2025, Anpeng Venture Capital Fund has a total subscribed capital of 930.48 million RMB, with Beijing Automotive Group being its ultimate controller [5][6]. - The strategic cooperation between Anpeng and Hansang focuses on enhancing cabin audio systems and developing new technologies for smart cabins [8][10]. Group 5: Asset Management Plan - The employee asset management plan, named CICC Hansang Technology No. 1, has a subscription cap of 46 million RMB and is managed by China International Capital Corporation [12][14]. - The plan is designed to ensure that the funds used for subscription are from the personal assets of the participating employees, complying with regulatory requirements [14][15]. Group 6: Compliance and Legal Review - The report confirms that the strategic placement does not violate any prohibitive conditions outlined in the applicable regulations [21][22]. - Legal counsel has verified that the participating investors meet the selection standards and that the strategic placement adheres to the relevant legal frameworks [22].
汉桑科技: 北京市海问律师事务所关于参与战略配售投资者核查事项的法律意见书
Zheng Quan Zhi Xing· 2025-07-23 13:10
Core Viewpoint - The legal opinion letter issued by Haiwen & Partners confirms the compliance of investors participating in the strategic placement of HANSAN (Nanjing) Technology Co., Ltd.'s initial public offering (IPO) on the Shenzhen Stock Exchange's Growth Enterprise Market, ensuring adherence to relevant laws and regulations [2][4][27]. Group 1: Strategic Placement Overview - HANSAN Technology is applying for an IPO on the Shenzhen Stock Exchange, utilizing a combination of strategic placement, offline inquiry, and online pricing for qualified investors [3][4]. - The strategic placement involves targeted allocation to investors with strategic cooperation relationships or long-term investment intentions, including large enterprises and investment funds [6][7]. Group 2: Investor Qualifications - Eligible investors for the strategic placement include large enterprises with strategic cooperation, large insurance companies, national-level investment funds, and other qualified investors as per the regulations [6][7]. - The legal opinion confirms that the participating investors meet the selection criteria outlined in the relevant regulations [27]. Group 3: Specific Investors - Three investors are participating in the strategic placement, including Shenzhen Anpeng Venture Capital Fund and the employee asset management plan of HANSAN Technology [7][24]. - Anpeng Venture Capital Fund is a subsidiary of Beijing Automotive Group, which is a large enterprise with significant market presence [10][11]. Group 4: Financial Commitments - The total number of shares for the initial issuance is 32.25 million, with 6.45 million shares allocated for strategic placement, representing 20% of the initial issuance [24][26]. - The commitments from participating investors include a maximum subscription amount of 46 million yuan for the employee asset management plan [24][28].