On February 28, the daily economic news pointed out in the article “behind the contract dispute of Anyuan Coal Industry Group Co.Ltd(600397) subsidiary: the upstream and downstream bosses are the same person, and the supreme law once recognized the purchase and sale as false trade”. Behind the relevant contract dispute of Anyuan Coal Industry Group Co.Ltd(600397) wholly-owned subsidiary Jiangxi coal Sales Co., Ltd. (hereinafter referred to as Jiang coal sales), it exposed the false trade of Jiang coal sales Pallet trade and other acts. On March 1, the Shanghai stock exchange sent an inquiry letter to Anyuan Coal Industry Group Co.Ltd(600397) asking the company to explain the authenticity of Jiangmei’s electrolytic copper trading business and whether it involves false transactions.
Specifically, the Shanghai stock exchange requires Anyuan Coal Industry Group Co.Ltd(600397) supplementary disclosure in the inquiry letter, including the sales mode, profit mode, settlement mode and delivery mode of electrolytic copper trading business of Jiangmei sales; The background, transaction purpose and actual development of the above business, and whether the real delivery of goods has been carried out; The development of trade business in recent five years, including the proportion of trade business carried out with the above model; Whether the basic information of Jiangxi Xuanhe Energy Co., Ltd. (hereinafter referred to as Xuanhe energy) and Jiangxi Chuangfeng Industry Co., Ltd. (hereinafter referred to as Chuangfeng industry) is controlled by the same natural person.
The Shanghai stock exchange requires listed companies to explain whether the above business is commercially reasonable, whether there is a real sales contract relationship, whether it involves false transactions and other situations, explain the specific accounting treatment, and analyze the specific impact on the financial statements.
According to Anyuan Coal Industry Group Co.Ltd(600397) previous disclosure, since March 2013, Jiangmei sales and Xuanhe energy have carried out electrolytic copper trading business. Jiangmei sales purchased electrolytic copper from Xuanhe energy company and sold it to Chuangfeng industry, an outsider. Jiang coal sales signed three purchase and sales contracts with Xuanhe energy and Chuangfeng industry respectively. Jiangmei sales entrusts Xuanhe energy to deliver the goods directly to Chuangfeng industry; After Xuanhe energy issues a sales invoice to Jiangmei sales, Jiangmei sales will pay Xuanhe energy; Houjiang coal sales issued a sales invoice to Chuangfeng industry, and Chuangfeng industry paid for the sales of Jiangjiang coal according to the contract.
Anyuan Coal Industry Group Co.Ltd(600397) said that during the performance of the above contract, Jiangmei sales performed its obligations in accordance with the contract, and Chuangfeng industry failed to pay the payment to Jiangmei sales in time as agreed. In March 2017, Jiangmei sales sued Chuangfeng industry and its guaranteed Jiangxi Chaohe new energy, Xuanhe energy, Tu Yongbin and Zhao Zhe to Nanchang intermediate people’s court. It requested the court to order Chuangfeng industry to pay the loan owed of 440158 million yuan and pay the corresponding liquidated damages, and requested the court to order Xuanhe energy, Tu Yongbin and others to bear joint and several liability. However, the litigation applications for the sale of Jiang coal were successively rejected by Nanchang intermediate people’s court, Jiangxi Provincial High Court and the Supreme People’s court.
The reporter of the daily economic news noted that Zou and Gong, the employees of the sales and marketing department of Jiangmei transferred by the court of first instance, made inquiries in the public security organ, pointing out that “the case involves the sale of pallets and false trade… The purpose is that Jiangmei sales charges 15% interest in the form of price difference in order to complete the sales task”.
The second instance judgment of Jiangxi Provincial High Court held that the purchase and sales contract “lacks the true meaning of sale and purchase and does not have the effective conditions for civil legal acts. The purpose is to achieve the sales task and earn the price difference, so it is invalid”.
The Supreme People’s court held that although Jiangmei sales and Chuangfeng industry signed the purchase and sales contract, the invoices, statements, agreement, guarantee and other evidence provided by Jiangmei sales could not directly prove that the goods had been actually delivered. Although Jiangmei sales claimed that the goods had been ordered to be delivered and delivered by Xuanhe energy to Chuangfeng industry, it was found in the original examination that Tu Yongbin was the actual controller of Chuangfeng industry and Xuanhe energy. Jiangmei sales sold the electrolytic copper purchased from Xuanhe energy to Chuangfeng industry. In the absence of actual sales and delivery certificates, this transaction mode is not in line with common sense, Nor does it conform to the characteristics of the sales contract.
According to the annual report of Anyuan Coal Industry Group Co.Ltd(600397) 2020, the net assets of Jiangmei coal sales at the end of the reporting period were -443 million yuan and the current net profit was -4.862 million yuan.
