Cloud Yi electrical (300304) initial public offeri

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tianf1ji54a
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Joined: Wed Feb 29, 2012 2:01 am

Cloud Yi electrical (300304) initial public offeri

Postby tianf1ji54a » Wed Apr 18, 2012 12:28 am

SecuritiesCompany Limited , relationresultAbout Jiangsucloud Yi Electrical Company Limited , relationresultThe IPO andlisting on the gem of the issuance recommendation , relationresultSoundMing , relationresultGF Securities Co.
,Ltd. and is responsible for the issuing of securities project sponsor representative has been based on , relationresultCompany law ,Securities Law and other relevant laws ,regulations and the relevant provisions of China Securities Regulatory Commission ,honesty and trustworthiness ,diligence ,in strict accordance with the law to formulate business rules ,industry norms of practice and ethical guidelines issued by the issuance recommendation to add ,and ensure the authenticity ,accuracy and integrity of the .
relationresultThe first section ofthe securities issuance basic situation , relationresultOne,the securities issued a recommendation institution , relationresultGF Securities Co.,Ltd. ( hereinafter called the company or the recommendation institution .
) , relationresultIn two,the securities issued a recommendation institution staff situation , relationresult1,responsible for the securities issued a recommendation representative and its practice , relationresultDuTao :the sponsor representative ,master of economics ,GF Securities Investment Banking Department Assistant General manager .
Preside over or participate in the Feida ,tgood ,nine for science ,technology ,7-up company ,Hua wood ,tgood ,Lin Yang electronic restructuring and listing of Huiyuan counseling ;group communication ,a major reorganization of assets after the counseling ;Southeast ,stock restructuring guidance work ,has a solid capital operation theory foundation and rich experience in the business of investment bank .
relationresultXu Lijun:the sponsor representative ,master of economics ,the lawyer qualification .GF Securities Investment Banking Senior manager .Once hosted in rivers ,IPO ,IPO shares JISCO Hongxing ,Hubei Yihua allotment ,Shandong dragon ,Chang Linzhu shares the issuance of non-public offering of a number of projects to issue ,as well as more than the company share reform ,restructuring ,counseling ,with rich experience in investment banking .
relationresultIn 2,the securities issued Project Co-ordinator name and its practice , relationresultTangFu :Fudan University finance ,2000 to enter the bank job ,in 2006 to join the securities investment banking division .
Once in the first investment ,Jiangsu Qionghua offering work ,Shanghai China news network ,Cape , relationresult3112relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresultMeta informationrestructuring ,counseling and IPO declaration of material production ,and is responsible for the Guilin day and pharmaceutical ,Hangzhou River Electrical restructuring guidance work ,with more extensive banking experience .
relationresultIn 3,the other members of the project team name and its practice , relationresultWangQian: Master of law, the sponsor representative ,GF Securities Investment bank manager ,was involved in nine for science and technology ,Feida ,Hung Steel Road ,East chemical industry enterprises to change make counseling and listing ,with a wealth of investment banking experience .
relationresultYuan Haifeng:Master ,economic division .Was mainly involved in the branch shares ,nine for science ,and shares IPO project listing ,as well as Tai Shing Chemical ,Hung Road steel company restructuring and counseling ,with a solid theoretical foundation and rich experience in the business of investment bank .
relationresultLiu Lei:Master of economics ,GF Securities Investment Banking Department Project Manager ,Ceng Can and Lin Yang electronic restructuring guidance work ,have certain investment banking experience .
relationresultThree,basic information of the issuer , relationresultIn 1,the issuer name: Jiangsu Yun Yi Electrical Company Limited ( hereinafter referred to as issuer ,company ,relationresultCloud electric ,stock company ) , relationresultIn 2,the registered address :Jiangsu province Xuzhou City Economic Development Zone in Copper Mt.
Mount Huangshan road 26 , relationresultIn 3,founded: April 27, 2007 ( May 19, 2010 is changed into a joint stock company ) , relationresult4,contact: Jiangsu province Xuzhou City Economic Development Zone in Copper Mt.
Mount Huangshan road 26 , relationresultIn 5,telephone and fax :0516-83306666 / 0516-83306669 , relationresult6,the scope of business :license to operate the project :No ;General operating items :the production of auto parts ,electronic components ,automotive electronics ,automotive instrumentation ,integrated circuit ,sales of products produced .
Self and agent all kinds of goods and technology import and export business ( national limit or prohibit the operation of import and export of goods and technology except ) .relationresultIn 7,the securities issuance types :first publicly issued RMB common stocks .
relationresultIn four,the securities issued a recommendation institution and the issuer Association , relationresult3113relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresultIn addition to therecommendation institution wholly owned subsidiary of GF Shun Tak Investment Management Limited holds 3500000 shares ( issuers accounted for before the release of 4.
67% of total equity ) ,the recommendation institution and the issuer does not exist in any of the following **** :relationresultIn 1,the recommendation institution and its controlling shareholder ,actual controller ,important affiliates with the issuer or its controlling shareholders ,actual controllers ,important affiliates holdings .
relationresultIn 2,the issuer or its controlling shareholders ,actual controllers ,important affiliates holding the recommendation institution or its controlling shareholder ,actual controller ,important affiliates holdings .
relationresultIn 3,the sponsor institutions recommendation representatives and their spouses ,directors ,supervisors ,senior management personnel has an interest in the issuer ,the issuer services situation .
relationresultIn 4,the recommendation institution ,actual controller ,important affiliates with the issuer the controlling shareholder ,actual controller, important affiliates mutual guarantee or financing situation .
relationresultIn five,the recommendation institution internal audit procedure and kernel comments , relationresult1,internal audit procedure , relationresultIn order to ensure project quality,the operation of norms ,has a good prospect for development ,meet the statutory requirements of corporate sponsors listed ,the recommendation institution to implement project management process ,in project project approving ,kernel and other aspects of strict control, control the project risk .
The recommendation institution developed the issuance of securities listing sponsors business due diligence requirements ,investment banking project audit regulations ,the business of investment bank core work rules and other internal system to the internal audit procedures to be specific specification .
relationresultIn 2,the kernel group opinion , relationresultThe companyon cloud Yi electrical IPO project the kernel session held on January 31, 2011 ,February 14, 2011 core members voted .The 16 members of the core ,through the consideration ,the kernel session that: the issuer with the initial public offering of stock ,stock issuance application **** in accordance with the relevant laws and regulations ,there is no false records ,misleading statements or major omissions ,there was no effect of the issue and listing of the major legal and policy barriers ,agree to your approved .
relationresult3114relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresultThe secondfestival sponsors commitments , relationresultOne,the recommendation institution in accordance with the laws ,administrative regulations and the provisions of China Securities Regulatory Commission ,the issuer and its controlling shareholders ,actual controllers conducted due diligence ,carefully check ,agreed to recommend the issuance and listing of the securities of an issuer ,based on the issuer to entrust, the organization developed the application **** ,and accordingly issued by the securities issuance recommendation .
relationresultIn two,the recommendation institution in accordance with the relevant regulations of China Securities Regulatory Commission to issue undertook sufficient due diligence ,and the **** issued by careful verification ,the sponsor organizations commitment :relationresult1,there is good reason to believe that the issuer in accordance with laws and regulations and the China Securities Regulatory Commission on the issuance and listing of securities regulations ;relationresult2,there is good reason to believe that the issuer of application **** and information disclosure of information there is no false records ,misleading statements or major omissions ;relationresult3,there is good reason to believe that the issuer and its directors in the application **** and information disclosure of information expression based on sufficient and reasonable ;relationresult4,there is good reason to believe that the application **** and information disclosure and securities service agencies published observations do not differ materially ;relationresult5,to ensure that the designated representative of the sponsor and the sponsor institutions of the relevant personnel have diligence ,issuers of application **** and information disclosure conducted due diligence ,prudent verification ;relationresult6,ensure issuance recommendation, and fulfill the recommendation duties related to other file does not contain any false records ,misleading statements or major omissions ;relationresult7,to ensure the issuer to provide professional services and issued by the professional advice in accordance with the law ,administrative regulations ,the China Securities Regulatory Commission regulations and industry standards ;relationresultIn 8,the voluntary acceptance of the China Securities Regulatory Commission shall take control measures ;relationresultIn 9,China Securities Regulatory Commission and other matters .
relationresult3115relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresultIn three,the recommendation institution and is responsible for the issuing of securities sponsor sponsor representative of the particular promise , relationresultIn 1,with the exception of the recommendation institution wholly owned subsidiary of GF Shun Tak Investment Management Limited holding the issue 350 , relationresultMillion shares( 4.
67% of the total share capital or issue before ) ,the recommendation institution and the issuer does not exist between the other to disclose the relationship ;relationresultIn 2,the organization and is responsible for the issuing of securities recommendation recommendation representatives not through the issuance of securities business sponsors seek any improper benefit ;relationresult3,responsible for the issuing of securities recommendation work recommendation representatives and their spouses in any name or by any means to hold the shares of the issuer .
relationresultThe thirdFestival sponsors of the securities issuance recommendation , relationresultOne,the sponsors of the securities issuance recommendation conclusion , relationresultTherecommendation agency thinks :the issuer is China leading automotive rectifier and regulator production enterprises ,is the , relationresultChineseinternal combustion engine and motor vehicle rectifier diodes ,high-power automobile makers ,standard in China in the , relationresultCombustion engineparts vanguard of enterprise ,Chinese internal combustion engine electric motor electronic vanguard of enterprise ,the main business , relationresultWuhighlighted ,in the same industry has a strong competitive strength ,development potential and good prospects ,with the public , relationresultJustice,Securities Law ,IPO and listing on the gem in the Interim Measures for the administration of the law ,relationresultRegulations of theinitial public offering of stock conditions .
Through counseling ,the issuer a sound corporate governance structure ,relationresultImprove the companystandardized operation ,and in the business ,assets ,personnel ,financial and institutional aspects associated with the side branch , relationresultOpen,the formation of an independent production and management system .
The issue to raise funds to invest a project to undertake a full city , relationresultField surveyof feasibility studies, project dedicated to optimize product structure ,improve the industrial chain core competition ability ,aggrandizement , relationresultThe ability of independent innovation.
After the implementation of the project is beneficial to enhance core competitiveness ,realize the sustainable development of the issuer ,relationresultIts current production and operation scale,financial status and management ability to adapt .
Therefore ,agreed to sponsor , relationresultIssuer apply for initial public offeringand listing on the second board .relationresultIn two,the securities issued by performing the procedure , relationresult3116relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresultThe 1general meeting of shareholders ,the issuer has a legal procedure to approve the issue resolution .
relationresultThe issuerin accordance with the articles of association ,company law ,Securities Law and the China Securities Regulatory Commission issued the relevant provisions of the regulatory **** by the general meeting of shareholders approved the issuance of .
relationresultThe issuerof the first board of directors meeting of the sixth and the issuer in 2011 the first provisional shareholders meeting to consider the adoption of the issuance of the resolution :s application for the IPO and listing on the gem ,s motion for initial public offerings of shares to raise funds to invest project and use the proposal ,on the company issued shares before the **** profit distribution plan of motion ,on the development of the articles of association of the company , relationresultBill(Draft ) .
relationresultThe issuerof the first board of directors meeting of the eleventh and 2011 third temporary general meeting of shareholders to consider the adoption of the articles of association of the company after the listing application ( Draft) ,on 2011 the first provisional shareholders meeting to consider the adoption of the articles of association ( Draft) stated in the listing after the profit distribution policy was revised terms .
relationresultThe boarddeveloped Jiangsu cloud Yi electrical limited liability company shareholder returns planning ( 2011 - 2015 , relationresultYears) .relationresultIn 2,according to the relevant laws ,regulations ,regulatory **** and articles of association of the company ,provisions ,the resolution of the content validity .
relationresultThe issuance planapproved by the board of directors ,shareholders resolution ,the authorization procedures comply with the company law 100th ,thirty-eighth ,forty-seventh ,the provisions of article 134th ,its content conforms to the company law ,Securities Law 127th article fiftieth ,IPO and listing on the gem in the Interim Measures for the management of the provisions of article thirtieth ,to raise funds for use with IPO and listing on the gem in the Interim Measures for the administration of the provision of article twenty-seventh .
relationresultIn 3,the general meeting of the issuer to authorise the board of directors for the first publicly issued RMB common stock related issues, the scope of authorization and legal procedures effectively .
relationresultIn 4,according to the Securities Law thirteenth ,IPO and listing on the gem in the Interim Measures for the management of the provisions of article thirty-first ,the issuer the issue should be to the China Securities Regulatory Commission report ,approved by the China Securities Regulatory commission .
relationresultIn 5,according to the Securities Law the forty-eighth regulation, the issuer approved by the China Securities Regulatory Commission for listing must still be approved securities exchange .
relationresult3117relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresultIn three,the issuance of securities compliance , relationresultIn 1,the recommendation institution based on the Securities Law ,the issuer meets the conditions for each issue verification ,think :relationresult(1) after verification ,the issuer has been in accordance with the company law and articles of association provisions, the establishment of the general meeting of shareholders ,board of directors ,board of supervisors ,general manager and related operating mechanism ,a sound corporate governance structure .
The issuer has developed the shareholders meeting the rules ,rule ,the meeting of the board of directors meeting rules ,relationresultGeneral manager working rules ,the Secretary of the board of directors working rules and significant business and investment decision management system ,relationresultFinancing and foreign guarantee management system ,the related transaction management system ,to raise funds management system ,internal audit ,information disclosure management system ,internal report significant information system ,insider of insider information management system ,investor relations management system ,internal control check supervision and management system ,system and molecular management of overall budget management system ,the board developed a strategy committee of the board rules ,board of directors working rules ,nominating committee of the board of directors working rules ,of the remuneration and assessment committee work rules ,the issuer to establish perfect the management system ,the general meeting of shareholders ,board of directors ,board of supervisors ,general manager in accordance with the company law ,articles of association and the issuer the work rules, their rights and obligations, the issuer ,investment decision-making and financial decision in accordance with the provisions of the articles of association of the company procedure and rules .
Therefore ,the issuer has the sound and well-functioning organization ,with the Securities Law the thirteenth the first ( one) the provisions of item .relationresult(2) according to the accounting firm ( special general partnership ) ( hereinafter referred to as the accounting firm ) issued by the standard opinion on the audit report ( Tianjian trial 20128 ) ,publisher ,year 2010 ,year 2009 2011 year achieve attributable to shareholders of the parent company respectively , relationresult30871300 yuan,54982800 yuan ,81295700 yuan .
During the reporting period, the issuer of good asset quality ,reasonable structure of assets and liabilities ,cash flow is normal, with sustained profitability ,financial condition ,consistent with the Securities Law the thirteenth the first ( two) the provisions of item .
relationresult(3) according to the accounting firm issued the standard opinion on the audit report ( Tianjian instance number 20128 ) and the relevant government departments issued **** and by the recommendation institution of appropriate verification ,relationresultThe issuer in recent three years,the financial accounting file is not false ,no major violations ,consistent with the Securities Law the thirteenth the first ( three) ,fiftieth ( four) of paragraph 1 subparagraph .
relationresult(4) the issuer the issue before the total amount of the share capital of 75000000 yuan ,with the Securities Law relationresult3118relationresultThe IPO andlisting on the gem application **** issuance recommendation fiftieth paragraph 1 subparagraph ( two) .
relationresult(5) the issuer prior to this offering shares in a total of 75000000 yuan ,according to publisher in 2011 the first provisional shareholders meeting to consider the adoption of the s application for the IPO and listing on the gem in motion ,the issuer to IPO volume of 25000000 shares, non-public offering of shares accounted for the total issued share capital of 25% ,consistent with the Securities Law the fiftieth the first ( three) the provisions of item .
relationresultIn 2,the recommendation institution based on the IPO and listing on the gem of the issuer ,consistent with a release condition for each verification ,think :relationresult(1) the issuer subject qualification , relationresult1)through to the issuer to industrial and commercial registration data verification ,issuer of the sponsor organizations that are established in accordance with the law and the legal continuation of the company limited by shares ;relationresult2)after the issuer the business license of the historical situation of verification ,the issuer in 2010 May 19 , relationresultOn thewhole is changed into a joint stock limited company ,its predecessor, Xuzhou Yun Hao Electronics Co.
, Ltd. in 2007 April 27 , relationresultOn the establishment of,time of continuous operation in 3 years ;relationresult3)according to the accounting firm to issue the standard opinion in the audit report ( Tianjian instance , relationresultOn 201282010 2011 ) ,the issuer ,attributable to shareholders of the parent company ( to deducting non-recurring gains and losses after the lower are calculated on the basis of sustained growth ) ,respectively 50749100 yuan ,7457.
36 , relationresultMillionyuan ,**** total of 125322700 yuan ,more than 10000000 yuan ;relationresult4)according to the accounting firm to issue the standard opinion in the audit report ( Tianjian instance , relationresult20128) ,publisher of the end of the most recent attributable to shareholders of the parent company net assets of 267086700 yuan ,not less than 20000000 yuan ,and has no loss ;relationresult5)according to the publisher in 2011 the first provisional shareholders resolution, the issuer plans to the public offering of A shares to 25000000 shares ,this issue ,issuing equity amount will reach 100000000 yuan ,more than 30000000 yuan ;relationresult6)through to issue capital verification reports of the target and the relevant proof data verification ,issuer of the sponsor organizations that the registered capital has been fully paid ,promoters or shareholders by making assets property rights transfer procedure has been completed ,the major assets of the issuer does not exist significant ownership dispute ;relationresult3119relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresult7)the issuer automotive rectifier and regulator of automotive electronics product development ,production and sales ,production and operation activities in accordance with the laws ,administrative regulations and the company .
relationresultAfter theindustry and commerce ,taxation ,customs ,environmental protection ,land and other production and operation of the issuer certificate issued by the relevant regulatory authorities such information verification ,issuer of the sponsor organizations that production and management in line with national laws and regulations ,in line with the national industrial policies and environmental protection policies .
relationresult8)the issuer mainly engaged in automotive rectifier and regulator of automotive electronics product development ,production and sales ,after the resolution of the board of directors of the issuer of previous data ,business registration information and **** verification ,issuer of the sponsor organizations that since the establishment of the main business and the directors ,senior management personnel are not significant change ,there is no change in the actual controller .
relationresult9)the issuer does not exist in the following effects of sustained profitability :relationresultTheissuer business model ,product or service structure has been or will be greatly changed ,and the issuer profitability continued to pose a significant adverse effect ;relationresultTheissuer or the issuer the industry operating environment has been or will be greatly changed ,and the issuer profitability continued to pose a significant adverse effect ;relationresultTheissuer in trademark ,patent ,know-how ,franchising and other important assets or acquisition of technology or the use of negative change in risk ;relationresultThemost recent one year operating income or net profit on related party or client with many uncertainties exist significant dependence ;relationresultThemost recent year the net profit mainly comes from beyond the scope of consolidated financial statements of investment income ;relationresultTheother possible to the issuer profitability continued to pose a significant adverse impact on the situation .
relationresult10)according to the Jiangsu province Xuzhou city Copper Mt. District State Taxation Bureau ,Copper Mt. District Local Taxation Bureau issued ****, the issuer shall pay taxes according to law, enjoy the tax preferences in accordance with the provisions of the relevant laws and regulations .
According to the Tianjian , relationresultIssued by an accounting firmqualified audit report ( Tianjian instance number 20128 ) ,the business performance of the issuer shall not badly depend on tax preferences .
relationresult11)after the issuer main debt contract review, and the combination of the issuer credit verification ,relationresult31110relationresultThe IPO andlisting on the gem application **** issuance recommendation ISBN sponsor organizations that the issuer does not exist significant risk of debt, there was no effect of the continuous operation of the guarantee ,litigation and arbitration and other major or have item .
relationresult12)after the issuer business registration information ,important business contracts and other **** for verification, and the combination of the interview of relevant personnel ,issuer of the sponsor organizations that equity clear ,the controlling shareholders and controlling shareholders ,actual controllers dictated by the shareholders holding shares the issuer does not exist significant ownership dispute .
relationresult(2) the issuer independence , relationresult1)through to the issuer of the assets property ownership data verification and combined with field investigation, issuer of the sponsor organizations that asset integrity .
relationresultThe issuerhas with the production and operation of the production system ,auxiliary production system and supporting facilities ,have legally with the production and operation of the land ,factory buildings ,machinery and equipment as well as trademarks ,patents ,non-patented technology of the ownership or use right of ;relationresult2)after the issuer three data ,internal organization structure ,production and operation of business processes **** review and combined with field investigation, issuer of the sponsor organizations that have complete independent research and development ,procurement ,production ,sales system ,has a complete business system and market oriented independent production ability ;relationresult3)after the issuer three data verification ,and the combination of the issuer executive interviews ,issuer of the sponsor organizations that the staff of independent .
relationresultThe issuerof the general manager ,deputy general manager ,the person in charge of Finance and the Secretary of the board of directors and other senior management personnel in the holding shareholders ,actual controllers and other enterprises controlled by the directors and supervisors, as in addition to other duties ,managers in controlling shareholders ,actual controllers and other enterprises controlled by the issuer of the salary ;financial personnel not in holding shareholders ,actual controllers and other enterprises controlled by the part-time job ;relationresult4)through to the issuer ,the accounting vouchers ,tax registration data file verification :relationresultTheissuer is independent of the financial sector and independent accounting personnel ,and the establishment of independent financial accounting system ,formulate a specification ,independent financial accounting system and financial management system .
relationresultTheissuer is independent of opening a bank account ,deposit account of China Copper Mt. County branch of the Agricultural Bank ,account No.: 10247101040019837 .relationresultTheissuer shall make independent financial decision ,not the existence of controlling shareholders intervention the use of company funds .
relationresult31111relationresultThe IPO andlisting on the gem application **** issuance recommendation status .relationresultTheissuer shall be independent of the tax, holding the Jiangsu province Xuzhou city Copper Mt.
District State Taxation Bureau and Copper Mt. Local Taxation Bureau on June 2, 2010 issued copper country two tax 320323660802674 words tax registration certificate .relationresultTo sum up,issuer of the sponsor organizations that financial independence .
The issuer has established independent financial accounting system ,able to make financial decisions, with a standardized financial accounting system and the subsidiary system ;the issuer fails and the controlling shareholder ,actual controller and other enterprises controlled by the shared bank account .
relationresult5)after the issuer institution setup verification ,and the combination of related executive interviews ,issuer of the sponsor organizations that independent agencies .The issuer and establish and improve the internal management mechanism ,the independent exercise of management authority ,and the controlling shareholder ,actual controller and control other enterprise confused situation not mechanism .
relationresult6)through to the issuer and its controlling shareholder ,actual controller business ,financial data verification ,and combined with the controlling shareholder ,the actual controller of the issuer issued by the relevant commitments ,issuer of the sponsor organizations that business independently .
The issuer business independent from the controlling shareholders ,actual controllers and other enterprises controlled by the controlling shareholder ,actual controller ,and its control of other enterprise has no competition or unfair related transaction ;relationresult7)based on the above ,the sponsor organizations that issuer ,in terms of independence without serious defect .
relationresult(3) the issuer of the standardized operation , relationresult1)the issuer has a perfect corporate governance structure, shall establish and improve the general meeting of shareholders ,board of directors ,board of supervisors and independent directors ,Secretary of the board of directors ,audit committee system, related institutions and personnel to perform their duties according to law .
relationresult2)the issuer of basic work of accounting standards ,financial statements prepared in accordance with accounting standards for enterprises and the relevant provisions of the accounting system ,in all material respects fairly reflect the issuer financial status ,operating results and cash flow ,and issued by the CPA audit report no .
relationresult3)the issuer sound internal control system and effective implementation ,to ensure the reliability of financial report of the company ,production and operation of legitimacy ,the operation efficiency and effectiveness ,and issued by the CPA reserved node , relationresult31112relationresultThe IPO andlisting on the gem application **** issuance recommendation Book internal control audit report .
relationresult4)the issuer has a strict capital management system ,no funds were holding shareholders ,actual controllers and other enterprises controlled by using borrowed money, repayment of debts ,advance payment or otherwise occupied .
relationresult5)the issuer has explicit approval authority for foreign guaranty and review procedure ,does not exist for controlling shareholders ,actual controllers and other enterprises under the control of security breaches .
relationresult6)issued the directors ,supervisors and senior managers to understand the stock issuance and listing of related laws and regulations, aware of the listed company and its directors ,supervisors and senior management personnel of legal obligation and responsibility .
relationresult7)issued the directors ,supervisors and senior management personnel loyal ,diligent ,have legal ,administrative regulations and rules and regulations of qualification ,and the problem of the following **** :relationresultFirstby the China Securities Regulatory Commission take measures from banning the entry into the securities market is still in the period of ;relationresultInrecent three years by the China Securities Regulatory Commission administrative punishment ,or a recent years by the stock exchange publicly condemned ;relationresultThesuspicion of crime by the judicial organ for investigation or alleged violation by the China Securities Regulatory Commission investigation, there is no clear conclusion comments .
relationresult8)the issuer and its controlling shareholder ,actual controller does not exist within the recent three years the following **** :relationresultThedamage to the legitimate rights and interests of investors and social public interests of major violations .
relationresultIIwithout statutory authorities for approval, arbitrarily open or in a public issuance of securities ,or the relevant illegal although happened three years ago, but is still in a continuous state of situation .
relationresult(4) the issuer to raise funds use , relationresult1)the issuer to raise funds for the main business of automotive rectifier and regulator of automotive electronics product development ,production and sales ,to optimize the product structure ,improve the supporting ability of key components and supporting quality level ,raise funds with a clear purpose ,as follows :relationresultSerial number name of projecttotal investment ( million yuan ) , relationresult1automotive rectifier and regulator expansion project 8464.
46 , relationresult2large power vehicle diode industrialization project 9679.25 , relationresult31113relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresult3automotive rectifier and regulator precision insert injection molded parts project 3707.
30 , relationresultThe 4other main business related working capital - , relationresultA total of 21851.01relationresult2)the issuer the amount of raised funds its current production and operation scale ,financial status ,technical level and management ability to adapt ;relationresult3)the issuer to establish a system of storing raised funds for special provisions ,raise funds deposited in the decision of the board of directors of the special account of centralized management .
relationresultOn the basis ofthe issuer of the relevant resolutions adopted by the general assembly of shareholders and to raise funds by applying the specific plan and by the recommendation institution of appropriate verification ,the issuer to raise funds according to IPO and listing on the gem management Interim Measures provisions .
relationresultIn three,the issuer disadvantage and main risk tips , relationresult(a ) the issuer of the inferior , relationresult1,in the global market brand **** was weak , relationresultChina automotive electronicsindustry development starts later ,automotive electronic enterprises development is generally shorter ,while the international manufacturers such as BOSCH was founded in 1886 ,DENSO in 1949 from the Toyota from operating independently ,the manufacturer with the global auto industry gradually grow ,in the world to establish a relatively perfect production and marketing network ,has extensive brand **** .
The issuer as the leading professional automotive electronics suppliers ,although research and development ability ,technical strength ,production scale and market share with the international firm between difference narrows gradually ,but in the context of the global brand **** still exists bigger difference .
relationresultIn 2,a single channel of financing , relationresultThe issueras industry leading enterprises ,mainly relying on the **** and loan financing ,the market demand continued to increase ,the product structure upgrade gradually ,parts and components supporting capacity it is urgent to improve the urgent situation, the issuer needs to further enhance product development capacity ,strengthen technical reformation ,to expand production lines ,improve the supporting ability of parts .
However the single financing channel cannot meet the issuer rapid development funding needs ,to further expand the scale of the issuer and the long-term development to produce adverse effect .
relationresult(two) the issuer risk , relationresult31114relationresultThe IPO andlisting on the gem application **** issuance recommendation , relationresultIn view ofthe issuer in the production management and business development in the face of risk ,the recommendation institution has urged and jointly with the issuer in the prospectus is disclosed in which the issuer risk factors may exist ,mainly as follows :relationresult1,periodic fluctuation risk , relationresultThe companyautomotive rectifier and regulator and other auto electronic products ,automobile manufacturing ,sales of the size of the downstream industry directly affects the company condition .
Automobile production and sales by the macroeconomic impact of large ,the automotive industry and macroeconomic fluctuation correlations obvious .If the future of the company main product market are macroscopical economic fluctuation will cause adverse effects ,the company orders ,sales ,inventory backlog and other conditions ,so the companies affected by the presence of economic cycle fluctuation risk .
relationresultIn 2,the industry policy risk , relationresultIn recent years,along with the automobile industry develops policy on auto industry ,the announcement of opinion of structural adjustment ,relationresultThe automobile industry restructuring and revitalization plan and other policies promulgated and implemented, the strong support of the domestic automobile industry development ,then led the domestic auto parts industry growth .
But on the other hand ,the auto industry investment is excessive or car excessive consumption leads to environment pollution ,city traffic conditions deteriorate ,encourage car production , relationresultAnd consumption policymay change since 2011 ;preferential policy also cancel stage by stage ,Beijing and a few other large city has launched the purchase policy ,and does not exclude the possibility that the purchase of policy implementation is extended to other large city , relationresultCity andregion .
Since 2011, suffer macroscopical economic fluctuation and promote auto consumption preferential policy gradually matured ,the domestic automobile market growth rate slow from 2010 .Although
China is still in its early popularity ,1000 people car retains the quantity with the world average level still has bigger difference ,and in recent years the domestic automobile tenure sustained


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