Reference is made to the announcement of GF Securities Co., Ltd. dated April 17, 2023, in relation to the Company's receipt of the Notice of Case Filing issued by China Securities Regulatory Commission on April 17, 2023. On July 17, 2023, the Company received the Advance Notice of Administrative Penalties (issued by the CSRC, major details of which are as follows: The CSRC has completed its investigation on the case, and intends to make decisions on administrative punishments according to the law. GF Securities served as the sponsor (lead underwriter) in the 2018 non-public issuance of shares by Misho Ecology & Landscape Co., Ltd. signatures for which were under the hands of Wang Xin and Yang Leijie, as sponsor representatives.
Upon the investigation, GF Securities was suspected of not exercising due diligence, and issuing documents with misstatements during the process of providing sponsor (lead underwriter) services to Misho Ecology in respect of the 2018 non-public issuance of shares, including not duly checking the procedural design of bank deposit account with large amount, not duly implementing the verification procedures of Misho Ecology's bank deposits; not duly implementing the verification procedures of account receivables and the procedures for due diligence; not duly implementing the field visit procedures for the projects financed by the proceeds from the 2018 non-public issuance of shares; not duly checking and verifying the material bank borrowings contracts of Misho Ecology; failing to obtain sufficient evidence in due diligence investigation and exercise independent judgement on the content of the application materials, securities offering and fund raising documents of Misho Ecology without the support of professional opinions from securities service institutions. The CSRC is of the opinion that, during the process of providing sponsor services to Misho Ecology in respect of the 2018 non-public issuance of shares, GF Securities failed to comply with business rules and industry norms and carefully verify offering application materials of Misho Ecology with due diligence, and there are misstatements in the documents issued, including the letter of sponsorship, constituting illegal acts as stipulated in Article 192 of the Securities Law of the People's Republic of China as amended in 2005 (the "2005 Securities Law"). GF Securities's act of failure to carefully verify the authenticity and accuracy of the fund-raising documents under the offering of Misho Ecology violated the provision of Rule 28 of the Measures for the Administration of Securities Issuance and Underwriting (Order of CSRC No.
144), constituting "other acts in violation of securities underwriting business" as stated in Article 191 of the 2005 Securities Law. For GF Securities's illegal acts above, the persons directly responsible for Misho Ecology project are sponsor representatives, namely Wang Xin and Yang Leijie. Based on the fact, nature, circumstance and the harmfulness to the public caused by the breach by the relevant parties, the CSRC will make the following decisions pursuant to the Item (3) of Article 191 and the Article 192 of the 2005 Securities Law: 1. an order to GF Securities to rectify, warn and confiscate the sponsorship business income of RMB 943,396.23, and to pay a fine of RMB 943,396.23; confiscate illegal income of RMB 7,830,188.52 from underwriting stocks, and to pay a fine of RMB 500,000.
2. a warning to Wang Xin and Yang Leijie, respectively and a fine of RMB 250,000 against each. According to the provisions of Articles 45, 63 and 64 of the Administrative Penalty Law of the People's Republic of China and the relevant rules of the Rules for the China Securities Regulatory Committee on the Hearing of Evidence in Administrative Penalty Cases, the Company and the relevant parties have the right to state and defend and the right to be heard against such administrative penalties to be imposed by the CSRC. The illegal acts mentioned in the Advance Notice of Administrative Penalties received by the Company did not lead to the circumstances of forced delisting as stipulated under the rules 9.5.1, 9.5.2 and 9.5.3 of the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange (2023 revision) due to the serious breach of laws.
The Company will fulfill its obligations of information disclosure in strict accordance with the laws and regulations, and all business operations of the Company currently remain normal.