About Feipeng Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd
IPO and listing on GEM
Notes on financial matters in the opinion implementation letter of the Audit Center
TJH [2022] No. 3-44
Shenzhen Stock Exchange:
We have received the letter on the implementation of the opinions of the audit center on the application of Feipeng Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd. for initial public offering and listing on the gem (audit letter [2022] No. 010173, hereinafter referred to as the audit implementation letter) transferred by Huatai United Securities Co., Ltd. We have carefully checked the financial matters of Feipeng Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd. (hereinafter referred to as Feipeng biological company or the company) mentioned in the audit implementation letter, and now report as follows. On financial standardization
Application documents and inquiry reply show:
(1) During the reporting period, Baiao technology, the issuer’s industrial shareholding platform, advanced expenses for the issuer and had more capital transactions with the issuer’s actual controller and its related parties. Since February 4, 2020, the issuer has not increased the prepaid expenses of related parties, nor has the issuer’s actual controller occupied the property rights and interests of Baiao technology.
(2) The special verification report on capital flow submitted by the sponsor shows that the issuer and its controlling shareholders, actual controllers and major related parties (including Baiao Technology) have more financial irregularities such as large-scale fund lending and collection of payment on behalf of each other. Some financial irregularities are different from the contents disclosed in the inquiry reply.
Please the issuer:
(1) Compare the differences between the special verification report of capital flow and the inquiry reply, explain the reasons for the differences, and list the amount of inter-bank loans of related parties in full.
(2) Explain the reasons why the fund lending between the issuer and the minority shareholders of the subsidiary is not disclosed as the fund lending of related parties.
(3) Classify and summarize the abnormal capital transactions of Baiao technology during the reporting period, and the reasons and rationality of the consulting service fee of RMB 18.5826 million, indicating whether the above capital transactions are legal and compliant and whether there is an adverse impact on the effectiveness of the issuer’s internal financial control.
The sponsor and the reporting accountant are requested to express clear opinions and improve the special verification report of capital flow. (question 2 of audit implementation letter)
1、 Compare the differences between the special verification report of capital flow and the inquiry reply, explain the reasons for the differences, and list the amount of inter-bank loans of related parties in full
(1) Compare the differences between the special verification report of fund flow and the inquiry reply, and explain the reasons for the differences
In accordance with the requirements of question 54 of the answers to some questions on initial business (revised in June 2020) of the CSRC, We disclosed the verification of capital flow in the statement on financial matters in the second round of examination and inquiry letter on the application documents for initial public offering and listing on the gem of Feipeng Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd. (Tian Jian Han [2021] No. 3-253) (hereinafter referred to as the second round of examination and inquiry statement), In response to the third round of inquiry, the special verification instructions on bank flow in the third round of examination and inquiry letter on the application documents for initial public offering and listing on the gem of Feipeng Jinyu Bio-Technology Co.Ltd(600201) Co., Ltd. (Tian Jian Han [2022] No. 3-3) (hereinafter referred to as the special verification instructions on capital flow) was submitted. Comparing the special verification statement of capital flow with the second round of audit inquiry statement, there are differences in the disclosure caliber between the actual controller and his immediate family, and the capital transactions with other enterprises controlled by the actual controller. The specific comparison is as follows:
The second round of examination and inquiry of serial number disclosure shall explain whether there are differences in capital flow and the reasons
Special verification instructions
The company and the holding company have been disclosed. For details, please refer to the disclosure
For details of shareholders and the actual second round of audit inquiry letter, see funds
1 controller, II (V) 4 (2) 4) whether the special verification of running water is not applicable
Note II (IV) 2 from other related parties
Description of coming
It has been disclosed. For details, please refer to it
For the explanation of the second round of audit inquiry letter of the actual controller, see the fund
2. Whether the special verification of the company’s advance II (V) 4 (2) 7) ① is not applicable
Cost description III (Ⅱ) 1
Description of
The actual controller has been disclosed. For details, please refer to the disclosure
3. For details of the second round of audit inquiry letter of the receiving company, please refer to whether the fund is not applicable
Item 2 (V) 4 (2) 7) ② special verification of running water
Description III (II) 2
Description of
It has been disclosed, and there are differences in the specific disclosure criteria: (1) for the information of the second actual controller, see the inquiry description of the capital round audit for details. The controlling shareholders and their immediate family members will be specially checked for the flow of the actual controller and their immediate family members No disclosure statement III (I) is the capital between other enterprises controlled by the international controller 1 (2) 4) and the three overall merger and disclosure, so the controlling shareholders and transactions (I) 3 (2) 4) actual controllers and their immediate relatives In fact, between other enterprises controlled by the controller
The actual controller has disclosed that the specific capital transactions have been offset. For other information about the control of disclosure funds, see the net amount of funds after offset, And listed according to the final destination of net capital enterprises (excluding the special verification amount of running water); (2) 5 Baiao Technology) undisclosed statement III (I) the special verification statement of running water of capital divides the above and Baiao technology 2 (2) 4) and the three subjects into three categories, Description of the actual capital transactions between (1) and (2) the controlling shareholders and their relatives, respectively
The actual controller has disclosed that the details of other enterprises (excluding Baiao Technology) and their immediate family members are detailed in funds and 3) Baiao technology, and disclosed the above three special verification categories one by one. Therefore, the controlling shareholder 6. Other enterprises did not disclose that (I) the capital transactions between the international controller and its immediate family members, the actual (excluding Baiao 1 (2) 4) and other enterprises controlled by the three controllers (I) 2 (2) 4) have not been offset, The amount of capital transactions disclosed will be greater than the net amount after offset disclosed in the second round of audit inquiry instructions.
(2) List the amount of inter-bank lending of related parties in full
1. Summary of inter-bank lending of related parties
Unit: 10000 yuan
From January to June in 2021, the cumulative amount in 2020, 2019 and 2018
Sn check the inflow and outflow of the line corresponding to the fund lending type of the related party of the entity Inflow outflow
(1) Lending between the company and its related parties (a) 1308.09 1061.93 85.00 100.00 3000.00 3200.00 4393.09 4361.93 31.16 (D, g)
Interbank lending with other enterprises controlled by the actual controller (excluding company 175.00 53.10 400.00 175.00 453.10 – 278.10 (H)) (b)
(2) Baiao Technology
Funds with actual controller and immediate family members 426.90 426.90 211.98 426.90 638.88 -211.98 (E) inter-bank lending (c)
Inter bank lending with the company (d) 50.00 50.00 50.00 50.00 (a, g)
(3) Fund lending between the actual controller and Baiao Technology (E) 426.90 426.90 211.98 638.88 426.90 211.98 (c) and immediate family members
Fund lending with other enterprises controlled by the actual controller (excluding company 3426.90 5400.00 2304.28 5400.00 5731.18 -331.18 (I) and Baiao Technology) (f)
Inter bank lending with the company (g) 1061.93 1297.45 3,20