Letter of concern about Tibet Development Co.Ltd(000752)
Attention letter of the company Department [2022] No. 106 Tibet Development Co.Ltd(000752) the board of directors:
Your company disclosed the performance forecast for 2021 on January 29, 2022, which said that the net profit attributable to the shareholders of the listed company in 2021 is expected to be – 14.8 million yuan to – 22.2 million yuan, and the net profit after deducting non recurring profits and losses is – 920000 yuan to – 8.32 million yuan. The main reasons for the loss in 2021 are that the company did not actually use loans, issued commercial acceptance bills Interest expense arising from foreign guaranteed commercial acceptance bills. According to your company’s report for the third quarter of 2021, the net profit attributable to the shareholders of the listed company in the first three quarters was -13.1966 million yuan. As of the end of the third quarter, the owner’s equity attributable to the shareholders of the listed company was 36.3605 million yuan.
Our ministry is concerned about this. Please verify and explain the following items.
1. Describe in detail the specific composition and corresponding amount of the operating income in the reporting period, and explain whether the relevant income of your company should be deducted and its judgment basis item by item in accordance with the provisions of 4.2 “matters related to the deduction of operating income” in the guidelines for the self discipline supervision of listed companies No. 1 – business handling of the exchange.
2. Explain the specific situation of interest expenditure caused by the company’s failure to actually use the loan, issue commercial acceptance bill and guarantee commercial acceptance bill, and whether your company has accrued interest and relevant accounting treatment for the loan, commercial acceptance bill and guarantee commercial acceptance bill involved in litigation or arbitration cases, On this basis, explain whether there is a situation in which interest should be accrued but not accrued. If so, please explain the details of the corresponding matters and the reasons for not withdrawing interest.
3. According to the announcement on the progress of the company’s dispute over the right of recourse involving (2018) chuan01 minchu No. 5373 bill and the signing of the payment agreement disclosed by your company on December 29, 2021, your company reached a settlement with Yongdeng County Rural Credit Cooperative Association and paid 7 million yuan to Yongdeng County Rural Credit Cooperative Association, and the debts under the agreement were fulfilled. Please describe in detail the specific accounting treatment of your company for the matters related to the commercial acceptance bill of Yongdeng rural credit cooperative association in the previous years (including but not limited to the issuance of commercial acceptance bill and interest accrual), the specific accounting treatment after signing the payment agreement, and the impact on your company’s operating performance and financial status, On this basis, explain whether your company has “surprise” events at the end of the year to avoid delisting risk warning.
4. Explain the top five sales customers, sales amount and sales proportion of your company in 2021, and check the relationship between the top five sales customers and your company, your company’s directors, supervisors and senior managers, as well as your company’s major shareholders and their directors, supervisors and senior managers in terms of property rights, business, assets, creditor’s rights and debts, personnel, etc, Whether there are other relationships or arrangements that may lead to the inclination of interests, and on this basis, explain whether the relevant transactions between your company and the above-mentioned subjects have commercial essence, the pricing basis and price fairness of relevant products, whether there are related party transactions that are not related and fictitious operating income or profit.
5. According to your company’s 2020 annual report, the book value of your company’s long-term equity investment in Suzhou Huaxin Shanda Lichuang investment enterprise (limited partnership) (hereinafter referred to as “Lichuang fund”) at the end of the reporting period was 37.1558 million yuan, and no asset impairment loss was accrued for the above long-term equity investment during the reporting period. On January 27, 2022, your company disclosed the announcement on receiving the liquidation notice of Suzhou Huaxin Shanda Lichuang investment enterprise (limited partnership), which said that your company received Lichuang fund on January 25, 2022 The liquidation notice of Suzhou Huaxin Shanda Lichuang investment enterprise (limited partnership) sent by the executive partner and the fund manager Zhongcheng Shanda (Suzhou) Asset Management Co., Ltd. (hereinafter referred to as the “executive partner”) mainly contains that in accordance with the provisions of the partnership law and the provisions of the Lichuang fund partnership agreement, Through the telephone communication between Lichuang fund manager and partners, Lichuang fund manager (executive partner) decided to start the dissolution and liquidation procedures of Lichuang fund when it was due. Please explain whether your company has accrued asset impairment loss for the long-term equity investment of Licheng fund in 2021, and your company’s specific accounting treatment for the long-term equity investment. On this basis, explain whether your company has made profit adjustment by less withdrawing asset impairment loss.
6. Your company’s 2020 annual report shows that your company’s main business is beer production and sales, and the beer business is concentrated in the subsidiary Tibet Lhasa Beer Co., Ltd. (hereinafter referred to as “Lhasa beer”), and the net profit realized by Lhasa beer is the main profit source of your company. The 2020 audit report shows that there are significant uncertainties in your company’s sustainable operation ability, The relevant assets such as the equity of Lhasa Beer held by your company are frozen. According to the announcement on the reply of Shenzhen Stock Exchange to the inquiry letter of the company’s annual report disclosed by your company on September 3, 2021, Lhasa beer and Tibet highland barley beer Co., Ltd. (hereinafter referred to as “highland barley beer”) signed a one-year loan agreement in April 2019, which agreed that Lhasa beer would provide a maximum loan of 255 million yuan to highland barley beer, In January 2020, Lhasa beer was entrusted by highland barley beer to pay 255 million yuan. When the loan agreement was signed, the listed company did not receive relevant materials and was not deliberated by the board of directors or the general meeting of shareholders of the listed company. In combination with the above situation, please explain the impact of your company on the financial and business decisions of Lhasa beer. On this basis, please explain whether your company actually controls Lhasa beer, whether it is reasonable for your company to include Lhasa beer in the scope of consolidated statements, and whether it complies with the relevant provisions of the accounting standards for business enterprises.
7. According to your company’s 2020 annual report and the announcement on the reply of Shenzhen Stock Exchange to the inquiry letter of the company’s annual report disclosed on September 3, 2021, by the end of 2020, the company’s ending balance of other receivables receivable from highland barley beer was 264.3592 million yuan (including interest), and the bad debt provision was 13.218 million yuan, In 2021, your company has agreed to sell the mineral water products provided by the other party on a commission basis, offset the arrears through part of the sales collection, and successively recover the arrears, direct collection and other repayment methods. Please indicate whether the above other receivables have been recovered as of the date of reply. If not, please indicate whether your company has fully accrued bad debt reserves for the above other receivables and the specific impact on your company’s financial status and operating performance in 2021.
Please make a written statement on the above issues, submit the relevant explanatory materials to our department for disclosure before February 11, 2022, and send a copy to the dispatched office at the same time. The annual audit accountant of your company is requested to check the above problems, give clear opinions and disclose them before February 18, 2022, and send a copy to the dispatched office at the same time. At the same time, remind your company and all directors, supervisors and senior managers to strictly abide by the securities law, the company law and other laws, as well as the stock listing rules of the exchange, and perform the obligation of information disclosure truthfully, accurately, completely, timely and fairly.
We are writing to inform you that
Shenzhen Stock Exchange listed company management department I January 30, 2022
