Securities abbreviation: Wuhu Fuchun Dye And Weave Co.Ltd(605189) securities code: Wuhu Fuchun Dye And Weave Co.Ltd(605189) Wuhu Fuchun Dye And Weave Co.Ltd(605189)
Wuhu Fuchun Dye and Weave Co.,Ltd.
Address: reply to the letter on making preparations for the meeting of the issuance and Examination Committee of Wuhu Fuchun Dye And Weave Co.Ltd(605189) public issuance of convertible bonds, No. 3, Jiuhua North Road, Wuhu District, China (Anhui) pilot free trade zone (Revised Version)
Sponsor (lead underwriter)
(No. 18, Meishan Road, Hefei, Anhui)
April, 2002
Wuhu Fuchun Dye And Weave Co.Ltd(605189) and Guoyuan Securities Company Limited(000728) reply report to the letter on making preparations for the meeting of the issuance and Examination Committee of Wuhu Fuchun Dye And Weave Co.Ltd(605189) public issuance of convertible bonds
China Securities Regulatory Commission:
According to the requirements of the letter on making preparations for the meeting of the issuance and Examination Committee of Wuhu Fuchun Dye And Weave Co.Ltd(605189) public issuance of convertible bonds issued by your association, Guoyuan Securities Company Limited(000728) (hereinafter referred to as ” Guoyuan Securities Company Limited(000728) ” or “sponsor”) as the sponsor (lead underwriter) of Wuhu Fuchun Dye And Weave Co.Ltd(605189) (hereinafter referred to as ” Wuhu Fuchun Dye And Weave Co.Ltd(605189) “, “company” or “issuer”) public issuance of convertible bonds, in line with the principles of diligence, good faith, earnestly perform the obligation of due diligence, Together with the issuer, Rongcheng Certified Public Accountants (special general partnership) (hereinafter referred to as the “reporting accountant”) and other intermediaries, the company has verified and implemented relevant issues. Unless otherwise specified, the definitions of abbreviations or terms in this reply are consistent with those in the prospectus. The font of this feedback reply is as follows:
The questions listed in the letter on making preparations for the meeting of the IEC of relevant projects are in bold
Reply to the questions listed in the letter on making preparations for the meeting of the development and Examination Committee of relevant projects
The revised and supplementary disclosure contents are bold in italics
The data listed in this reply may be slightly different from the results directly calculated by the relevant single data listed due to rounding.
catalogue
Question 1: About prepayments three
Question 1: About prepayments
At the end of the reporting period, the amount of prepayment of the applicant was high. By the end of June, September and December of 2021, the prepayments were 140956 million yuan, 1719366 million yuan and 1500388 million yuan respectively, of which the balance of prepayments for Xinye textile was 674438 million yuan, 1069054 million yuan and 794995 million yuan respectively. According to relevant disclosure, as of the end of June and September 2021, the amount of Henan Xinye Textile Co.Ltd(002087) contract liabilities was 491725 million yuan and 622503 million yuan respectively.
The applicant is requested to: (1) explain the main trading object, trading amount and trading content of the prepayment; (2) Explain and disclose the relevant management system of advance payment and the time interval between advance payment and arrival carry forward in actual operation; (3) Explain and disclose the purchase amount of raw materials and the balance of prepayments at the end of each month in 2021, as well as the purchase amount of Henan Xinye Textile Co.Ltd(002087) each month and the balance of prepayments at the end of each month; (4) Explain and disclose the reason and rationality that the balance of the applicant’s advance payment to Henan Xinye Textile Co.Ltd(002087) is higher than the amount of Henan Xinye Textile Co.Ltd(002087) contract liabilities; (5) Explain and disclose whether there are related parties to the transaction object of prepayment, whether the prepayment amount is greater than the contract transaction amount, whether there is fund lending without real transaction background, and whether there is a situation in which the related parties infringe on the interests of the listed company in disguise.
The recommendation institution and the applicant’s accountant shall explain the verification basis, method and process, and express clear verification opinions.
[analysis and description]
1、 Explain the main trading partners, transaction amount and transaction content of prepayment
At the end of 2021, the balance of the top ten prepayments of the issuer accounted for 91.60% of the total prepayments at the end of the period. The basic information of the trading partners is as follows:
Supplier’s name, time of establishment, major shareholders and whether there is an association between the main businesses
Henan Henan Xinye Textile Co.Ltd(002087) Co., Ltd. Xinye County Finance Bureau 27.3% textile production no
Division and sales
Huafang group Textile Sales Co., Ltd. 1997 / 07 / 31 Huafang group Jintian Textile Co., Ltd. textile sales no
Company 100%
Early Shaoxing Shangyu early 2013 / 10 / 23 Wang Zengming 80%, Ruan Yeping 20% dye sales no
Chemical Co., Ltd
And Shaoxing Shangyu Yaohui, Wang Zengming 90%, Dong Fengxian 10% dye sales
Affiliated Chemical Co., Ltd. November 8, 2011
Fangwuhu Oulang Dehua 2018 / 10 / 18 Wang Yunxiang 70%, Zhang Yaqin 30% dye sales no
Industry and Trade Co., Ltd
Suqian Shunzhi Trading Co., Ltd. April 13, 2011 Xue Qiuxiang 100% textile sales no
Guangdong Yousha No.1 Trading Co., Ltd
60% of Shanghai Shajing New Material Technology Co., Ltd. on August 18, 2020. Is Guangdong Shajing textile sold
Company investment partnership (limited partnership)
40%
Jiangsu jiaduobao Textile Co., Ltd. 2015 / 03 / 24 Guo Yun 100% textile sales no
department
Baoding Runmu Supply Chain Management Co., Ltd. Cao Guang 28%, Yang Licun 23%
On January 27, 2021, Zhang Peng 18%, Cui Liuming 18%, textile sales no
Wang Qing 13%
Juancheng Luxin Textile Co., Ltd. 2006 / 01 / 05 Yang Yuxia 100% textile production no
And sales
Qingdao songbang International Trade Co., Ltd. June 19, 2014 Zhang Teng 100% textile sales no
department
Neijiang Phoenix enterprise (Group) Co., Ltd
Sichuan Hongya Qingyijiang yuanmingfen Co., Ltd. 51.09%, produced by China yuanmingfen
Limited company 2001 / 08 / 17 IFAD key construction fund limited and sales no
48.87% of the company, Li Haitao
0.05%
At the end of 2021, the transaction content and amount of the top ten prepayments of the issuer are as follows:
Unit: 10000 yuan
S / N trading partner transaction content transaction amount prepayment balance post period arrival rate (excluding tax)
480027 embryo yarn
2 Huafang group Textile Sales Co., Ltd. embryo yarn 822649149381 100%
3 ChuChu chemical and its related party dye additives 201051 910.32 19.97%
4 Suqian Shunzhi Trade Co., Ltd. embryo yarn 231497 847.85 100%
5 embryo yarn of Shanghai Shajing New Material Technology Co., Ltd. – 623.42 100%
6 Jiangsu jiaduobao Textile Co., Ltd. embryo yarn 468821 537.08 100%
7 Baoding Runmu Supply Chain Management Co., Ltd. embryo yarn 155004 357.66 100%
8 juancheng Luxin Textile Co., Ltd. embryo yarn 552671 331.84 100%
9 Qingdao songbang International Trade Co., Ltd. embryo yarn 290480 287.71 100%
10 Sichuan Hongya Qingyijiang yuanmingfen Co., Ltd. dye auxiliaries 784.89 254.65 100% company
Total 1374415——
The balance of prepayments at the end of 2021 was 1500388——
The top ten prepayments accounted for 91.60%——
Note: the statistics of arrival rate after the period shall be until March 28, 2022.
The low delivery rate after the due date of ChuChu chemical and its related parties is mainly due to the influence of the upstream energy consumption dual control policy. The supplier is unable to deliver on time. The two sides signed a supplementary agreement in December 2021 and agreed to deliver on demand.
It can be seen from the above table that the issuer’s prepayment transactions at the end of 2021 are mainly the prepayment of embryo yarn and dye additives, and the balance of the top ten prepayments accounts for 91.60% of the total prepayment at the end of the period. Among them, Guangzhou Zhijing Information Technology Co., Ltd., the indirect controlling shareholder of Shanghai Shajing New Material Technology Co., Ltd., is a leading Internet company in China’s textile industry. The issuer established a cooperative relationship with it at the end of 2021, and all goods had arrived by January 2022. In addition, the transaction amount between the issuer and the above trading partners is much higher than the balance of prepayments at the end of the period, which is in line with the actual situation of the issuer.
2、 Explain and disclose the relevant management system of advance payment and the time interval between advance payment and arrival carry forward in actual operation
(I) management system related to advance payment
In order to standardize the procurement operation steps and methods, the company has formulated procurement management system, internal control management measures – procurement business and other relevant management systems to ensure the quality of procurement and the applicability of procurement requirements, so as to meet the requirements of the company’s overall daily management regulations. Among them, the relevant management regulations of advance payment are as follows: (1) the purchaser of the procurement center and the financial department regularly reconcile with the supplier on the procurement situation. (2) When making payment, the purchaser shall fill in the payment application form and attach relevant supporting materials according to the contract, invoice issuance and contract performance, which shall be approved by the person in charge of the procurement center, the finance department and the leader in charge, and the cashier of the finance department shall make payment according to the approval opinions. After confirming the payment, the cashier shall timely send the bank receipt and other original documents to the accountant for corresponding accounting treatment. (3) In the purchase payment review phase, the person in charge of the purchase center focuses on: the authenticity of the purchase business, whether the name of the payee is consistent with that of the supplier, and whether the payment amount is accurate; The finance department shall focus on whether the payment method is consistent with that agreed in the contract, and whether the other party’s account is consistent with that agreed in the contract.
(II) time interval between advance payment and arrival carry forward in actual operation
At the end of 2021, the time interval between advance payment and arrival carry forward of the top ten prepayments of the issuer is as follows:
Serial number
