Special instructions on the reply to the opinion implementation letter of the audit center on Tongyu Heavy Industy Co.Ltd(300185) applying for issuing convertible corporate bonds to unspecified objects
Zhitong Certified Public Accountants (special general partnership)
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About Tongyu Heavy Industy Co.Ltd(300185) application to unspecified objects
Special instructions on the reply to the opinion implementation letter of the Audit Center for the issuance of convertible corporate bonds
Zhi Tong Zhi Zi (2022) No. 371a000806 Shenzhen Stock Exchange:
The letter of implementation of the opinions of the audit center on Tongyu Heavy Industy Co.Ltd(300185) application for issuing convertible corporate bonds to unspecified objects (audit letter [2022] No. 020032) (hereinafter referred to as the “implementation letter”) issued by your exchange on February 18, 2022 has been received, As an accountant of Tongyu Heavy Industry Co., Ltd. (hereinafter referred to as ” Tongyu Heavy Industy Co.Ltd(300185) “, “company” or “issuer”) who issues convertible corporate bonds to unspecified objects and is listed on the gem, Grant Thornton Certified Public Accountants (special general partnership) has implemented the relevant issues of the implementation letter one by one. Now the reply to the implementation letter is as follows:
Question 1
The issuer is requested to predict and disclose whether it can achieve profit in 2021 in combination with the performance in the third quarter of 2021 and the actual operation in the fourth quarter, and explain whether this issuance meets the issuance conditions of profit in the last two years. The sponsor and accountant are requested to check and give clear opinions.
[reply]
1、 In combination with the performance in the third quarter of 2021 and the actual operation in the fourth quarter of 2021, predict and disclose whether the profit can be realized in 2021, and explain whether the issuance meets the issuance conditions of profit in the last two years
According to the performance forecast of the company in 2021, according to the preliminary calculation of the company, the performance forecast of 2021 is as follows: unit: 10000 yuan
Estimated number of projects in 2021 changes in 2020
(Unaudited) (audited)
Net profit attributable to shareholders of listed companies 26692.55 to 32412.38 38132.21 – 30.00% to – 15.00%
Net profit attributable to shareholders of listed companies from 23992.55 to 29712.38 to 37326.64 – 35.72% – 20.40% after deducting non recurring profits and losses
Note: the above performance in 2021 is the preliminary expected data of the company, which has not been audited or reviewed by accountants and does not constitute the issuer’s profit forecast or performance commitment.
From January to September 2021, the issuer realized a net profit attributable to the shareholders of the listed company of 262391300 yuan, a year-on-year decrease of 19.76%, mainly due to the impact of macro economy, the sharp rise in the prices of raw materials such as pig iron and scrap steel, and the year-on-year increase in the company’s operating costs. At the same time, affected by the decline of the rush to install wind power and the further intensification of market competition caused by the “de subsidy” policy of the wind power industry, the revenue of the company’s wind power spindle products with high gross profit margin decreased year-on-year, resulting in the year-on-year decline of the company’s net profit attributable to the shareholders of listed companies from January to September 2021. In the fourth quarter of 2021, the issuer normally realized profit. According to the voluntary disclosure announcement of Tongyu Heavy Industy Co.Ltd(300185) on the performance forecast of 2021, the issuer expects to realize the net profit attributable to the shareholders of the listed company in 2021 from 266925500 yuan to 32412380 yuan, and the net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses from 239925500 yuan to 29712380 yuan. The issuer’s profit in 2021 is good.
To sum up, as of the signing date of this reply report, the company has complied with the provisions of item 5 of Article 9 of the measures for the administration of registration that “the net profit in the last two years shall be calculated based on the lower of before and after deducting non recurring profits and losses”. Whether the issuance meets the conditions for profitable issuance in the last two years.
The issuer has made a performance forecast on the operating performance in 2021.
2、 Verification procedure and conclusion
(I) verification procedure
For the above matters, we have implemented the following verification procedures:
1. Refer to the voluntary disclosure announcement of Tongyu Heavy Industy Co.Ltd(300185) on 2021 annual performance forecast announced by the company and the unaudited financial statements related to the performance forecast.
2. Check the company’s regular announcements to understand the company’s operation from January to September 2021.
(II) verification opinions
After verification, we believe that:
The issuer expects to be profitable in 2021 and has disclosed that this issuance meets the conditions for profitable issuance in the last two years in Item 5 of Article 9 of the measures for the administration of registration.
(there is no text on this page, which is the signature and seal page of the special instructions on the reply to the implementation letter of the opinions of the audit center on Tongyu Heavy Industy Co.Ltd(300185) applying for issuing convertible corporate bonds to unspecified objects)
Zhitong certified public accountants China Certified Public Accountants
(special general partnership)
Chinese certified public accountant
Beijing, China February 22, 2002
