Securities code: Tieling Newcity Investment Holding (Group) Limited(000809) securities abbreviation: Tieling Newcity Investment Holding (Group) Limited(000809) Announcement No.: 2022017
Tieling Newcity Investment Holding (Group) Limited(000809)
Announcement on the reply to the letter of concern of Shenzhen Stock Exchange
The company and all members of the board of directors guarantee that the content of information disclosure is true
Accurate and complete, without false records, misleading statements or major omissions.
Tieling Newcity Investment Holding (Group) Limited(000809) (hereinafter referred to as the company) received the notice on Tieling Newcity Investment Holding (Group) Limited(000809) issued by the second Department of management of listed companies of Shenzhen Stock Exchange on February 7, 2022 (company Department notice [2022] No. 116). The company has carefully checked the issues involved in the letter of concern, and now replies to the relevant matters as follows:
1、 Please analyze and explain whether your company’s operating income in 2021 should be deducted or not in combination with the specific deductions specified in “4.2 matters related to deduction of operating income” in our self regulatory guide for listed companies No. 1 – business handling, Whether your company has touched the delisting risk warning in article 9.3.1 of the stock listing rules (revised in 2022) “the audited net profit in the latest fiscal year is negative and the operating income is less than 100 million yuan”. The annual audit accountant of your company is requested to check and give clear opinions.
reply:
According to Article 5 of the accounting standards for business enterprises – revenue, when the contract between the enterprise and the customer meets the following conditions at the same time, the enterprise shall recognize the revenue when the customer obtains the control over the relevant goods, that is, the parties to the contract have approved the contract and promised to perform their respective obligations; The contract specifies the rights and obligations of the parties to the contract related to the transferred goods or the provision of services; The contract has clear payment terms related to the transferred goods; The contract has commercial essence, that is, the performance of the contract will change the risk, time distribution or amount of the enterprise’s future cash flow; The consideration that the enterprise is entitled to obtain due to the transfer of goods to customers is likely to be recovered. Combined with its own business reality and following the above principles, the company has formulated the specific principles for the recognition of the company’s income: the income from primary land development is recognized when the land development is completed, the economic benefits related to the primary land development can flow into the enterprise, the amount of income can be measured reliably, and the conditions agreed in the contract or agreement are met; The revenue of tap water supply service shall be recognized when providing services, and the revenue shall be recognized by multiplying the actual water supply quantity counted and recognized by the business department by the executive unit price; The income from sewage treatment service is recognized when providing services. The income from sewage treatment service is determined by multiplying the treatment capacity by the corresponding unit price
Recognized income; The company’s business of selling goods usually only includes the performance obligation of transferring goods. When the goods have been sent and the customer’s receipt or goods handover receipt has been received, the revenue is recognized at the time of the transfer of control over the goods; For property leasing, the company recognizes the income according to the straight-line method within the lease term agreed in the lease contract; For the recognition of the income from the transfer of the right to use assets, the economic benefits related to the transaction are likely to flow into the enterprise. When the amount of income can be measured reliably, it shall be calculated and determined according to the charging time and method agreed in the relevant contract or agreement.
According to the revenue recognition principle, the company’s operating revenue in 2021 is recognized as 114.23 million yuan, including income from primary land development, water supply, sewage treatment, advertising media, taxi operation, house leasing, water meter and water meter card sales, water quality test fees, etc. The total amount of business fees not related to the listed company’s “water quality test” and “water quality test” is deducted according to the provisions of the “water quality test” table, which has nothing to do with the actual business income of the listed company, such as the main business income of RMB 3620000. After deduction, the operating income in 2021 is 110.62 million yuan, and there is no situation that should be deducted or not deducted. The income after deduction exceeds 100 million yuan, and the company’s financial data has not been audited. The company preliminarily judges that there is no delisting risk warning situation. If it exists in the future, it will be disclosed in time, and investors are invited to pay attention to the risk.
The annual audit accountant’s verification and verification opinions are as follows:
(I) verification
1. Tieling Newcity Investment Holding (Group) Limited(000809) operating income in 2021
Business category current amount previous period amount income attribution
1. Primary land development 94281094506546714750 main business of Tieling Caijing Investment Co., Ltd
2 water supply 1254875682863386584 main business of Tieling Caijing public utility Co., Ltd
3 sewage treatment 233766442538000000 Tieling Caijing public utility Co., Ltd. main business
4. Rental of advertising space 222719037735587 main business of Tieling Caijing Media Co., Ltd
Tieling Caijing public utilities Co., Ltd. taxi branch 5 car rental 145705953143361003
Main business of
Commodity sales 77318568 main business of Tieling Caijing Trading Co., Ltd
Ancillary fee income 106814955 other businesses of Tieling Caijing public utility Co., Ltd
8089113513 main business of Tieling Caijing Investment Co., Ltd. related to wetland management
6. House leasing and other businesses related to 194999883192839581 Tieling Caijing Investment Co., Ltd
7 water supply accessories and related services 143649870467377807 other businesses of Tieling Caijing public utility Co., Ltd
Total 1142337918317032662348
2. Tieling Newcity Investment Holding (Group) Limited(000809) deduction of operating income in 2021
Specific deduction of the project in this year (yuan)
Operating revenue 11423379183
Total amount of operating income deduction items 360921656
The total amount deducted from operating income accounts for 3.16% of operating income
1、 Business income unrelated to main business
1. Other business income other than normal operation.
Such as renting fixed assets and intangible assets, deducting house rental and related income, packaging, selling materials, exchanging non monetary assets with materials, and operating entrusted management of 338649753194999883 yuan; The income realized by deducting the water supply business, and the income that is included in the main business income, but belongs to the normal operation income of the listed company from the sales of positive accessories and related services. 143649870 yuan.
2. Non qualified financial business income, such as interest income from lending funds; This accounting
Income generated from new financial businesses in the current year and the previous fiscal year, such as guarantee, 0.00
The income generated from commercial factoring, small loans, financial leasing, pawn and other businesses, except the financial leasing business carried out for the sale of main products.
3. Income from new trade business in this fiscal year and the previous fiscal year. zero
4. Income from related party transactions unrelated to the existing normal business of the listed company. zero
5. Income of subsidiaries under the same control from the beginning of the period to the merger date. zero
6. Income generated by businesses that do not form or are difficult to form a stable business model. 22271903 rental income of advertising space
Subtotal of business income irrelevant to main business 360921656
2、 Income without commercial substance
1. Transactions that do not significantly change the risk, time distribution or amount of the enterprise’s future cash flow 0.00
Income from or events. 2. Income from transactions without real business. For example, it is realized in the way of self transaction
The false income generated by the transaction is constructed by using Internet technology or other methods
Income, etc.
3. Income from businesses with significantly unfair transaction price. zero
4. 0.00% of business combination obtained by significantly unfair consideration or non transaction in this fiscal year
Income from subsidiaries or businesses.
5. Income involved in non-standard audit opinions in audit opinions. zero
6. Income from other transactions or events that are not commercially reasonable. zero
Subtotal of income without commercial substance 0.00
3、 Other income irrelevant to the main business or without commercial substance 0.00
Amount after deduction of operating income 11062457527
(II) verification conclusion
We preliminarily believe that the deduction of the above operating income is in line with the self discipline of listed companies of Shenzhen Stock Exchange
Regulation guide No. 1 – business handling. Because the audit procedures of 2021 annual statements have not been fully implemented
After completion, the above is only the preliminary audit results of the accountant on site and does not represent the formal audit opinion of the accountant
If the audit progress is continued, the possibility of other unidentified risks cannot be ruled out.
2、 Your company’s third quarterly report shows that your company’s operating revenue in the first three quarters of 2021 is only 14 million yuan. Please explain the reason and rationality of the substantial increase in operating revenue in the fourth quarter of 2021 compared with the first three quarters, whether there is a surprise transaction at the end of the year to avoid delisting risk, and whether there is a situation of cross period recognition of revenue, Whether the recognition of relevant business income complies with the provisions of the accounting standards for business enterprises.
reply:
The company’s main business is primary land development, and its income mainly comes from the listed land transfer fee. In the early stage of land transfer, the procedures are complex, there are many links and it takes a long time to complete the land transfer and obtain the income from land transfer until December 2021. The whole process of land acquisition, construction land index and bidding, auction and listing transfer is operated by the relevant functional departments of the government in accordance with the relevant procedures, with standardized procedures and a high degree of transparency, which can not be manipulated by the company. The counterparty is not a related party of the company. There is no surprise transaction at the end of the year to avoid the delisting risk, and there is no cross period recognition of income. The specific implementation procedures of land development income realized in 2021 are as follows:
1. On May 31 and July 8, 2021, Tieling Municipal Land and space planning committee will be held respectively to determine the opinions on the land use of the land to be transferred. Tieling Municipal Bureau of natural resources and Tieling County Bureau of natural resources will be responsible for the filing and the preliminary preparation for the filing.
2. At the beginning of August 2021, the land acquisition announcement was issued (the publicity period is 30 days).
3. Before August 30, 2021, the villagers’ Congress on land requisition shall be held to form the meeting minutes approved by more than two-thirds of the villagers’ representatives, and complete the preparation and approval of the social stability assessment report.
4. At the beginning of September 2021, the resettlement announcement will be issued (the publicity period is 30 days), and the announcement will end at the beginning of October. 5. At the beginning of October 2021, Tieling County Natural Resources Bureau will submit the file to Tieling City Natural Resources Bureau for approval and then to Liaoning Provincial Department of natural resources for approval.
6. From 2021 to November 15, obtain the approval document of Liaoning provincial government on the construction land of Tieling county (liaozhengdi [
