Zhejiang Meorient Commerce & Exhibition Inc(300795) : Tianjian’s report on the reply to the inquiry letter of the annual report of Shenzhen Stock Exchange

Special description of inquiry letter

TJH [2022] No. 516

Shenzhen Stock Exchange:

We have received the inquiry letter on the annual report of Zhejiang Meorient Commerce & Exhibition Inc(300795) (GEM annual report inquiry letter [2022] No. 29, hereinafter referred to as the inquiry letter) transferred from Zhejiang Meorient Commerce & Exhibition Inc(300795) (hereinafter referred to as miorant company or the company). We have carefully checked the financial matters that need to be explained in the inquiry letter, and now the report is explained as follows.

1、 According to the reply, the gross profit margin of your company’s digital exhibition and other businesses was 61.86%, an increase of 25.23 percentage points over 2020, mainly due to the sharp decline in costs, of which the buyer’s clue collection and sorting fee was 364700 yuan in 2021, a decrease of 172459 million yuan over 2020. Your company said that it launched digital exhibition products for the first time in 2020, purchased the buyer’s clue data information of the place where the exhibition was held from overseas suppliers, and cleaned and sorted out the data. After cleaning, this part of the data was imported into the company’s platform, which was mainly used for digital matching between buyers and sellers of digital exhibition. This part of the cost expenditure is the necessary operating cost of the company’s first launch of website trade Max products, which is included in the operating cost in 2020. Buyer information needs to be updated from time to time. In 2021, the company paid a small amount of expenses for buyer clue collection and sorting. (1) Please list the names of the main payment objects of the buyer’s clue collection and sorting fees in 2020 and 2021, whether the company has an association with the main payment objects, purchase content and purpose, delivery date, etc., and explain the authenticity of the buyer’s clue collection and sorting fees in combination with the above matters. (2) Supplement and list the quarterly amount of buyer’s clue collection and sorting fee in 2020, and verify whether there is sudden payment at the end of the year. If so, please explain the rationality. (3) Please add whether the cost collection of buyer clue collection and sorting fees in 2020 and 2021 comply with the relevant provisions of the accounting standards for business enterprises. Ask the accountant to check and give clear opinions. (Article 1 of the inquiry letter) (I) please list the name of the main payment object of the buyer’s clue collection and sorting fee in 2020 and 2021, whether the company has a relationship with the main payment object, the purchase content and purpose, delivery date, etc,

At the same time, the authenticity of the buyer’s clue collection and sorting fee is explained in combination with the above matters

1. The company’s 2020 buyer clue collection and sorting fee related information is as follows:

Unit: RMB 10000

Whether there is purchase content and delivery date in the country of cost amount data of main payment objects

Association relation

PJ marketing historical exhibition data are delivered in succession throughout the year, including 2020solutions FZ 426.94 whether the UAE recycles and cleans / the delivery from July to November of the year is relatively centralized LLE buyer data collection

MCO winmark historical exhibition data were delivered successively throughout the year, including 2020exhibitions 282.83 whether India recycled and cleaned. Pvt.ltd was delivered intensively from July to August

Wings tours 240.48 UAE historical exhibition data were delivered throughout the year, of which 2020gulf LLC recycling and cleaning were delivered intensively in November

Digital media Mexico / delivered successively throughout the year, including 2020solutions Au 212.96 Brazil no buyer data collection, and Pty Ltd was delivered intensively in August

Express Arab 123.13 Egypt’s historical exhibition data are delivered successively throughout the year, of which the delivery of recycling and cleaning in September 2020 is relatively concentrated

TTG Polska 119.35 Poland historical exhibition data are delivered throughout the year, including 2020sp Z. O.o. recycling and cleaning are delivered intensively from April to June

Future media 100.30 historical exhibition data of South Africa were delivered successively throughout the year, of which 2020marketing Ltd was delivered intensively in August

Data of other 7 supply historical exhibitions

Supplier 255.07 no recycling and cleaning / successive delivery throughout the year

Buyer data collection

Total 176106

The annual data collected by the exhibition buyer and the collection of historical data of the exhibition buyer are RMB 1.404 million and RMB 3.587 million, including the collection of historical data of the exhibition buyer and the collection of cleaning data of the company. The data recovery and cleaning of historical exhibitions mainly refers to the cost for the company to sort out the data collected from offline exhibitions over the years from overseas partners. The above suppliers are overseas partners that the company has cooperated with for many years, and this part of the buyer data is also retained by the partners. The data cleaning cost paid by the company is the process of activating the data of potential buyers and registering on tradeChina platform to form effective traffic.

2. The information about the buyer’s clue collection and sorting fee of the company in 2021 is as follows:

Unit: RMB 10000

Does the cost amount of the main payment object have the purchase content and purpose

Association relationship

Shanghai Xiaomu Information Technology Co., Ltd. 11.70 no mail sending service

Alljoy Co., Ltd. 10.70 no buyer data collection

Twilio Inc. 9.89 no outbound call related services

Other suppliers 4.18 no buyer data cleaning

Total 36.47

As shown in the above table, the buyer’s clue collection and sorting fees paid by the company in 2021 are mainly related to the collection of new data purchased from suppliers and the payment of calls, emails and other related fees related to the subsequent sorting of data.

It can be seen from the table that the company incurred a buyer’s clue collection and sorting fee of 176106 million yuan in 2020 and 364700 yuan in 2021. The major change in the two years is mainly due to the company’s first launch of digital exhibition products in 2020, which is the necessary operating cost of the company’s first launch of website trade Max products, The buyer information of subsequent years needs to be updated from time to time in combination with the company’s own situation. Verify the authenticity of the buyer’s clue collection and sorting fee expenditure by checking the contract, invoice and settlement documents corresponding to the buyer’s clue collection and sorting fee cost.

(2) Supplement and list the quarterly amount of buyer’s clue collection and sorting fee in 2020, and verify whether there is sudden payment at the end of the year. If so, please explain the rationality

The quarterly payment of buyer clue collection and sorting fees of the company in 2020 is listed as follows:

Unit: RMB 10000

Proportion of quarterly cost payment amount

Payment in 2019792.58 45.01%

617.84 35.08% in the first quarter of 2020

26.12 1.48% in the second quarter of 2020

261.01 14.82% in the third quarter of 2020

63.51 3.61% in the fourth quarter of 2020

Total 176106 100.00%

It can be seen from the table that the buyer’s clue collection and sorting fee paid in the fourth quarter of 2020 was 635100 yuan, accounting for 3.61% of the cost of buyer’s clue collection and sorting fee in the whole year. There is no sudden payment at the end of the year. Among them, 7.9258 million yuan was paid in 2019, mainly because the company paid the promotion fee and exhibition hall rental fee of the original offline exhibition. Affected by the epidemic in 2020, the company signed a change agreement with suppliers to change the original service content to historical exhibition data recovery and cleaning service.

(3) Please add whether the cost collection of buyer clue collection and sorting fees in 2020 and 2021 comply with the relevant provisions of the accounting standards for business enterprises

Obtaining effective buyer clues is the ultimate goal of exhibitors participating in the exhibition. During the exhibition, under the offline exhibition mode, the company attracts potential buyers to the exhibition site by paying publicity and promotion fees and large buyer fees, so as to help exhibitors obtain buyer clues; In the online digital exhibition mode, the company obtains the local buyer information through the local partners, and through data cleaning, this part of the data is imported into the company’s tradeChina platform. The enterprises participating in the company’s online digital exhibition obtain the buyer’s clues through online inquiry and the exhibitors’ inquiry during the exhibition. In conclusion, in order to improve the holding effect of the exhibition, the company obtains buyer clues through various forms, which is an important cost expenditure item of the company’s daily exhibition. This part of the expenditure is recognized as the current cost with the holding of the exhibition, and the collection method is in line with the provisions of the accounting standards for business enterprises.

(4) Verification conclusion

After verification, we believe that the buyer’s clue collection and sorting fees paid by the company are authentic, there is no surprise payment at the end of the year, and the cost collection complies with the relevant provisions of the accounting standards for business enterprises.

2、 Your company’s audited net profit in 2020 was – 64.63 million yuan and its operating income was 94.35 million yuan. The company’s stock trading was warned of delisting risk. Please check whether your company has implemented delisting risk warning or other risk warning for stock trading specified in articles 10.3.1 and 9.4 of the gem stock listing rules (revised in December 2020), and whether your company has evaded article 10.3.10 of the gem stock listing rules (revised in December 2020). Ask the accountant to check and give clear opinions.

(1) The company checked the situation one by one according to articles 10.3.1 and 9.4 of the GEM Listing Rules (revised in December 2020)

Contents and relevant terms of the company’s self inspection

non-existent. Affected by covid-19 epidemic, the company has changed from (I) the production and operation activities of the company have been seriously affected, and the overseas self-organized exhibition under the shadow line has been transformed to website trade max, and it is expected that the normal website trade meta will not be restored within three months. The company 2021

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