Securities code: 000972 securities abbreviation: * ST Zhongji Announcement No.: 2022-003
Chalkis Health Industry Co.Ltd(000972)
Announcement on the reply to the letter of concern of Shenzhen Stock Exchange
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Chalkis Health Industry Co.Ltd(000972) (hereinafter referred to as “the company” or “Zhongji health”) received the notice on Chalkis Health Industry Co.Ltd(000972) issued by the management department of listed companies of Shenzhen Stock Exchange on January 21, 2022 (company Department notice [2022] No. 28) (hereinafter referred to as “the notice”). After receiving the letter of concern, the company, led by the leader in charge and the person in charge of finance, actively organized relevant departments to implement and reply to the matters involved in the letter of concern item by item. According to the requirements of the letter of concern, the company replied to some of the questions listed in the letter of concern and announced as follows:
Your company’s net profit before and after deducting non recurring profits and losses in 2020 is negative, and the annual operating income is less than 1
Billion yuan, the company’s stock trading has implemented delisting risk warning. Your company’s net profit before and after deducting non recurring profits and losses from 2018 to 2020, whichever is lower, is negative, and the 2020 audit report shows that there is uncertainty in the company’s sustainable operation ability, and other risk warnings have been implemented for the company’s stock trading. According to the performance forecast for 2021 disclosed by your company on January 21, 2022, it is expected to realize an operating revenue of 150 million yuan to 190 million yuan in 2021, and an operating revenue of 142 million yuan to 182 million yuan after deduction; It is estimated that the net profit attributable to the shareholders of the listed company will be – 120 million yuan to – 80 million yuan, and the net profit after deducting non recurring profits and losses will be – 115 million yuan to – 75 million yuan; It is estimated that the owner’s equity attributable to the parent company will be RMB 60 million to RMB 90 million.
Our department is concerned about this. Please check and explain the following problems.
1、 According to your company’s report for the third quarter of 2021, the operating income in the first three quarters of 2021 was 7.3595 million yuan, the net profit attributable to the shareholders of the listed company was -54.8491 million yuan, the net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses was -54.7122 million yuan, and the owner’s equity attributable to the shareholders of the listed company was 121.1948 million yuan. Please explain in detail the reasons and rationality of the changes in financial indicators in the fourth quarter, and highlight the significant changes in operating income. On this basis, explain whether your company has the situation of surprise trading and false sales at the end of the year, so as to avoid the risk of stock delisting.
reply:
The company is a Shenzhen Agricultural Products Group Co.Ltd(000061) processing enterprise subordinate to the sixth division of Xinjiang production and Construction Corps, mainly engaged in the processing and sales of tomato products. For a long time, the company has always been committed to developing tomato “red industry” based on Xinjiang’s unique geographical and natural advantages. It is a national leading enterprise of agricultural industrialization supported by the Corps.
The raw material of ketchup products is fresh tomatoes. In 2018, due to the influence of planting area, climate, market change and other factors, in order to avoid high production costs and increased product losses, the factory of Xinjiang Zhongji Red Tomato Industry Co., Ltd. (hereinafter referred to as “Zhongji red tomatoes”), a wholly-owned subsidiary of the company, did not start production. In 2021, in order to ensure the sustainable operation ability of the company’s main tomato business, the company gradually resumed the production, processing and sales of Zhongji red tomato barrel ketchup. During the shutdown period, all production and operation plants and equipment of the company are not limited, and the tomato industry of the company always relies on the benefit connection mechanism and market-oriented operation mode of “leading enterprise + regiment base + farmers” of BINGTUAN, which can ensure the raw material purchase link to a certain extent. Therefore, the essence of the company’s production and operation activities has not been seriously affected, the main business has not changed, and there is no failure to resume normal production.
The company’s main business products are large package ketchup produced by Zhongji red tomato, a wholly-owned subsidiary, and lycopene soft capsules produced by Xinjiang Zhongji natural plant purification High Tech Research Institute Co., Ltd. (hereinafter referred to as “Zhongji Research Institute”). Among them, large package ketchup is a seasonal product, and its main raw material is fresh tomato. During the mature period of fresh tomatoes, the company purchases fresh tomatoes and starts production and processing. After the completion of production and processing, it needs another 15 days of commodity inspection period, and the sales can be carried out after the commodity inspection period. In June 2021, the shareholders of the company, six Division state-owned assets company, Guoheng investment company and Shanghai Qianhu company lifted matters including but not limited to the voting right entrustment, unanimous action arrangement and strategic cooperation intention reached in November 2019, six Division state-owned assets company and Guoheng investment company resumed the exercise of voting rights, and six Division state-owned assets supervision and Administration Commission became the actual controller of the company. Since the company did not produce large package ketchup in 2020 and had no sales of finished products in inventory, there was no sales revenue of main products in the first half of 2021. In 2021, in order to ensure the sustainable operation capacity of the company’s main tomato business, the company gradually resumed the production, processing and sales of Zhongji red tomato barrels of ketchup, started the machine in the mature season of fresh tomatoes at the beginning of August for production and processing, shut down on September 30, and produced 58200 tons of ketchup. After the end of the production period, the company will comprehensively promote the annual product sales, and ensure the realization of sales revenue and related profits through various ways and means. At the same time, in order to adjust and optimize the industrial chain structure of tomato products, the company has started to organize and restore the production and sales of lycopene health products.
The company has formulated a sales strategy focusing on domestic trade, and actively contacted Chinese ketchup dealers, small can ketchup sub packaging manufacturers and Chinese ketchup market users. Since the beginning of August 2021, the company has started sales, and has conducted in-depth negotiation and communication with 12 customers. Finally, 4 customers have reached cooperation agreements, The company signs sales contracts with relevant customers by batch according to the production situation.
In this year, due to the insufficient planting area of tomato raw materials, the supply of fresh tomatoes decreased, resulting in a decrease in product output compared with that in previous normal years, an increase in product production costs and a weak profitability of product sales. In addition, at the end of the year, various assets were tested for impairment and provision for impairment was made, resulting in a significant increase in the net loss attributable to the parent company at the end of the year compared with the data of the third quarter. Due to the increase in the amount of loss, the net assets attributable to the parent company at the end of the year decreased compared with the third quarter.
To sum up, in view of the seasonal production characteristics of the company’s main large package ketchup products, the product sales can only be concentrated after the end of the production period. Therefore, the company does not have the situation of surprise trading and false sales at the end of the year, so as to avoid the risk of stock delisting. 2、 On the basis of your reply to question 1, please specify the specific composition and corresponding amount of your company’s operating income in 2021, and state whether your company’s relevant income should be deducted and its judgment basis one by one in accordance with the provisions of 4.2 “matters related to deduction of operating income” of the self regulatory guide for listed companies No. 1 – business handling of the exchange.
reply:
1. The specific composition of unaudited operating revenue realized by the company in 2021 is shown in the table below:
Unit: 10000 yuan
Operating revenue amount of the project in 2021
Barrel ketchup 15893.31
Leased fixed assets 798.75
Lycopene 682.07
Harvest revenue 53.46
Others 17.57
Total 17445.16
2. According to the provisions of 4.2 “matters related to the deduction of operating income” in the guide to the self discipline supervision of listed companies No. 1 – business handling, whether the relevant income of the company should be deducted and its judgment basis are explained item by item in the following table:
Specific deduction items of this year and last year
(10000 yuan) (10000 yuan)
Operating revenue 17445.16 2296.61
The total amount of operating income deduction items is 869.78 2287.97
The total amount of deduction items of operating income accounts for
4.99% 99.62%
Proportion of income I. business income irrelevant to main business
1. Other business income other than normal operation. (1) Rental fixed
Such as rental of fixed assets, intangible assets and packaging materials, asset income
Sales of materials, non monetary assets with materials of 7.9875 million yuan, rental of fixed exchange, operation of entrusted management business and other income of 8.6978 million yuan (2) other income of 22.8797 million yuan, income from assets, and 710300 yuan although included in the main business income.
Income other than the normal operation of the listed company.
2. Non qualified financial business income, such as interest income from lending funds; In this fiscal year
And the newly added financial businesses in the previous fiscal year have no income from this income, such as guarantee, commercial factoring and 0.00
Income from small loans, financial leasing, pawn and other businesses, except financial leasing business carried out for the sale of main products.
3. There is no such income in the current fiscal year and the new 0.00 in the previous fiscal year, and there is no income generated by this income increase trade business. 0 in
4. There is no income of 0.00 yuan from the existing normal business of the listed company, and there is no income from related party transactions related to this income. enter
5. The subsidiaries of business combination under the same control have no such income for the period of 0.00, and there is no such income from the beginning of collection to the merger date. 0 in
6. No or difficult to form a stable business model 0.00 no such income 0
Revenue generated by the business. enter
Subtotal of business income unrelated to main business 869.78 2287.97
2、 Income without commercial substance 1. It does not significantly change the future cash flow of the enterprise
Risk, time distribution or amount of transactions or events 0.00 no such income 0.00 no such income
Revenue generated. 2. Income from transactions without real business
In. If there is no such income for the false 0.00 realized by self transaction and there is no such income for the 0.00, it can be obtained by using Internet technology or other parties
The law constructs false income generated by transactions, etc.
3. The transaction price is obviously unfair
