Securities code: 600870 securities abbreviation: * ST Xiahua announcement Code: pro 2022-005 Xiamen Overseas Chinese Electronic Co.Ltd(600870)
With regard to the announcement of receiving the inquiry letter on the performance forecast of Xiamen Overseas Chinese Electronics Co., Ltd. from Shanghai Stock Exchange, the board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Xiamen Overseas Chinese Electronic Co.Ltd(600870) (hereinafter referred to as “the company”) received the inquiry letter on matters related to performance forecast of Xiamen Overseas Chinese Electronic Co.Ltd(600870) (szgh [2022] No. 0091) (hereinafter referred to as “the inquiry letter”) issued by Shanghai Stock Exchange on January 28, 2022. The specific contents are as follows: Xiamen Overseas Chinese Electronic Co.Ltd(600870) :
On January 28, 2022, your company submitted an annual performance loss announcement, saying that the operating income in 2021 was 146 million yuan to 218.5 million yuan, which was 138 million yuan to 200 million yuan after deduction, and the net profits before and after deduction were – 6.1 million yuan to – 3.6 million yuan and – 7.6 million yuan to – 5.1 million yuan respectively. In view of the significant impact of the company’s financial data in 2021 on the termination of the listing of the company’s shares, in accordance with article 13.1.1 and other relevant provisions of the stock listing rules of the exchange, your company is hereby requested to further verify and supplement the disclosure of the following matters.
1、 In combination with the business model, operation and sales contract terms of imported frozen beef, Chinese fresh beef, wheat and other businesses, the company is requested to explain the recognition policies and basis of various kinds of income, whether there is any situation in which the income is recognized without meeting the conditions for income recognition, and whether it complies with the provisions of the accounting standards for enterprises.
2、 The company is requested to explain the customers and suppliers who significantly increased the business of frozen beef, Chinese fresh beef and wheat in 2021 in accordance with the relevant provisions of the No. 7 Financial delisting index: operating income deduction (hereinafter referred to as operating income deduction) under the guide for self discipline supervision of listed companies on Shanghai stock exchange No. 2 – business handling, Including but not limited to the name, time of establishment, time of starting cooperation, historical evolution, main financial status, involving subdivided products, transaction time, transaction amount, settlement by the end of the period, etc., and fully explain whether the relevant business income belongs to the “income generated by new trade business in this fiscal year and the previous fiscal year” stipulated in the operating income deduction. Ask the accountant to express his opinion.
3、 According to the business of imported frozen beef, Chinese fresh beef and wheat, the company is requested to supplement and disclose the names of the top five customers and suppliers, sales and procurement amount, proportion, product name and type, settlement cycle and method, accounts receivable and payable, goods circulation, etc., and state the company’s relationship with the top five suppliers Whether there are related relationships and other business transactions between customers and their final sales customers, whether the top five suppliers and customers have business transactions or large capital transactions with the company’s controlling shareholders and their related parties, and whether there are non related transactions, And explain whether it complies with the provisions of “operating income deduction”: “income from related party transactions unrelated to the existing normal business of the listed company.” Ask the accountant to express his opinion.
4、 The company is requested to disclose whether the imported frozen beef, Chinese fresh beef, wheat and other businesses have complete input, processing process and output capacity, and whether they can calculate their costs and expenses independently and the income generated; Under this business model, whether the company can provide processing or conversion activities for products or services, so as to enhance the value of products or services; Whether the business has significant dependence on customers and suppliers, whether it is sustainable, etc., fully explain whether the relevant business income belongs to the “income generated by business that has not formed or is difficult to form a stable business model” stipulated in the operating income deduction. Ask the accountant to express his opinion.
5、 Please state whether the relevant business of the company is a new trade business, whether the transaction price is fair, and whether there is any situation unrelated to the main business or without commercial substance in accordance with the relevant provisions of operating income deduction one by one. Please fully remind the company of the possible risks of delisting.
6、 Up to now, your company has not hired the 2021 annual audit accountant. Your company should attach great importance to the preparation and disclosure of the company’s 2021 annual report, hire an annual audit accountant as soon as possible and actively cooperate, disclose the annual report on schedule, and ensure that the information disclosure is true, accurate and complete. The annual audit accountant shall strictly abide by the audit standards and other relevant rules and requirements, maintain reasonable professional doubt, formulate necessary, feasible and targeted audit plans and procedures, record relevant matters in detail, strictly perform the quality control review system, issue appropriate audit conclusions, and prudently express special opinions on the deduction of the company’s income.
7、 If the company is suspected of not deducting the operating income in accordance with the regulations and avoiding the termination of listing, our department will timely request to start on-site inspection and other regulatory measures after the disclosure of the company’s 2021 annual report, and impose disciplinary sanctions on the company and relevant responsible persons. If, according to the final on-site inspection results, the company touches on the situation of termination of listing after deducting relevant effects, the bourse will make a decision on the company’s termination of listing in accordance with laws and regulations. Please fully remind the company of relevant risks.
Please disclose this letter to the public immediately after receiving this letter and reply within five working days. The board of directors of your company shall be diligent and responsible, implement the requirements of this letter on time, timely perform relevant information disclosure obligations and protect the rights and interests of investors.
The above is all the contents of the inquiry letter. The company will actively organize relevant parties to prepare reply documents according to the requirements of the inquiry letter and fulfill the obligation of information disclosure in time.
Please pay attention to the company’s announcement in time and pay attention to investment risks.
It is hereby announced.
Xiamen Overseas Chinese Electronic Co.Ltd(600870) board of directors January 28, 2022
