Special instructions on Baoding Lucky Innovative Materials Co.Ltd(300446) meeting the conditions for withdrawal of delisting risk warning and other risk warning
Zhitong Certified Public Accountants (special general partnership)
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Special instructions on Baoding Lucky Innovative Materials Co.Ltd(300446) compliance with delisting risk warning and other risk warning conditions Baoding Lucky Innovative Materials Co.Ltd(300446) instructions on the company's compliance with 1-4 delisting risk warning strips Baoding Lucky Innovative Materials Co.Ltd(300446) instructions on the company's compliance with 1-10 other risk warning strips
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About Baoding Lucky Innovative Materials Co.Ltd(300446)
Special instructions for meeting the conditions for withdrawal of delisting risk warning and other risk warning
Zhitong zhuanzi (2022) No. 110a006968 Baoding lucky New Material Co., Ltd.:
Grant Thornton Certified Public Accountants (special general partnership) (hereinafter referred to as the firm) accepted the entrustment of lucky new materials Co., Ltd. (hereinafter referred to as lucky new materials) to conduct special verification on the attached instructions of Baoding Lucky Innovative Materials Co.Ltd(300446) on the company's compliance with the delisting risk warning conditions and instructions of Baoding Lucky Innovative Materials Co.Ltd(300446) on the company's compliance with other risk warning conditions (hereinafter referred to as the instructions of compliance with the delisting warning conditions).
According to the Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020) (hereinafter referred to as the Listing Rules) and other relevant provisions, lucky new material has prepared the statement of compliance with the cancellation warning conditions attached to this special note.
It is the responsibility of the management of lucky new material to prepare and disclose the statement that meets the cancellation warning conditions and ensure its authenticity, legitimacy and integrity. We checked the information contained in the statement of compliance with the cancellation warning conditions with the relevant contents of the accounting information and audited financial statements reviewed when we audited the 2021 financial statements of lucky new materials, and found no inconsistency in all major aspects.
We believe that:
The annual operating income of lucky new material in 2021 audited by the exchange after deducting the business income unrelated to the main business is 1516466 million yuan, which touches article 10.3.10 of the Listing Rules "(I) the audited net profit is negative and the operating income is less than 100 million yuan, or after retroactive restatement, the situation of" the net profit in the most recent fiscal year is negative and the operating income is less than 100 million yuan "has been eliminated; And article 10.3.10 of the listing rules is not touched "(II) the audited net assets at the end of the period are negative, or the net assets at the end of the most recent fiscal year are negative after retroactive restatement; (III) the financial and accounting report is issued with qualified opinions, unable to express opinions or negative opinions; (IV) the annual report is not disclosed within the legal time limit, and more than half of the directors guarantee the authenticity, accuracy and completeness of the annual report." The situation.
Rakay new materials has touched article 9.4 of the Listing Rules for other risk warnings, "the company's production and operation activities have been seriously affected and it is expected that they will not return to normal within three months" has been eliminated; And there are no other circumstances under which other risk warnings are implemented as stipulated in article 9.4 of the listing rules.
This special instruction is only used by lucky new materials for the purpose of this application and shall not be used for any other purpose. Zhitong Certified Public Accountants (special general partnership) April 19, 2022
Baoding Lucky Innovative Materials Co.Ltd(300446)
Explanation on the company's compliance with the warning conditions for delisting risk cancellation
Shenzhen Stock Exchange:
The annual audit report of the company (hereinafter referred to as the "special audit report of the company") was issued on June 19, 2026, except that the "special audit report of the company" (hereinafter referred to as the "general audit report") was issued. According to the annual report data, the audited net profit loss attributable to the shareholders of the listed company before and after deducting non recurring profits and losses in 2021 was 134715 million yuan, and the annual operating income after deducting the business income unrelated to the main business was 1516466 million yuan. The board of directors of the company conducted a self-examination in accordance with the relevant provisions of the Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020) (hereinafter referred to as the Listing Rules). The company did not meet any of the conditions specified in Items 1 to 4 of paragraph 1 of article 10.3.10 and met the conditions for withdrawing the delisting risk warning. The specific contents are as follows:
1、 Delisting risk warning of the company's stock trading
On April 27, 2021, the company disclosed the 2020 annual report, and Grant Thornton Certified Public Accountants (special general partnership) issued the Baoding Lucky Innovative Materials Co.Ltd(300446) 2020 annual audit report and the special verification report on Baoding Lucky Innovative Materials Co.Ltd(300446) operating income deduction.
According to the annual report data, the audited net profit of the company in 2020 before and after deducting non recurring profits and losses is negative, and the annual operating income after deducting business income unrelated to the main business is less than 100 million yuan. According to the relevant provisions of the listing rules, on April 28, 2021, Shenzhen Stock Exchange implemented the "delisting risk warning" for the company's stock trading.
2、 Main audited financial data and rules comparison of the company in 2021
(I) main audited financial data in 2021
On April 15, 2022, the company's annual audit accountant Zhitong Certified Public Accountants (special general partnership) issued an unqualified audit report for the company. See the following table for specific financial data:
Unit: 10000 yuan
Increase / decrease range of the project in the same period of last year in the reporting period (%)
Operating income 15309431310498 16.82
Operating income after deduction 1516466888583 70.66
Operating profit 517.42 -211966 124.41
Total profit 530.00 -212249 124.97
Net profit attributable to shareholders of listed companies 498.70 -251729 119.81
Deduct non net profit -134715 -423743 68.21
Increase / decrease range at the end of the reporting period (%)
Total assets 82702538381150 -1.32
Owner's equity attributable to shareholders of listed companies 64799386430067 0.78
Note: operating income after deduction: according to the listing rules and relevant regulations, the operating income after deducting the business income irrelevant to the main business and the income without commercial substance;
Deduction of non net profit: according to the listing rules and relevant regulations, the net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses. (II) comparison of rules
According to the self-examination of the board of directors in accordance with the relevant provisions of the listing rules, the company has not encountered any of the circumstances specified in Items 1 to 4 of paragraph 1 of article 10.3.10. The details are as follows:
1. The audited net profit is negative and the operating income is less than 100 million yuan, or the net profit of the most recent fiscal year after retroactive restatement is negative and the operating income is less than 100 million yuan;
Self inspection of the company: according to the audit report of Baoding Lucky Innovative Materials Co.Ltd(300446) 2021 issued by Zhitong Certified Public Accountants (special general partnership), the audited net profit attributable to shareholders of listed companies after deducting non recurring profits and losses in 2021 was -134715 million yuan, and the audited operating income after deducting business income irrelevant to main business and income without commercial substance was 1516466 million yuan; There is no retroactive restatement of the net profit and operating income of the company in the latest fiscal year.
In 2021, there is no case that the audited net profit is negative and the operating income is less than 100 million yuan, or the net profit of the most recent fiscal year is negative and the operating income is less than 100 million yuan after retroactive restatement. 2. The audited ending net assets are negative, or the ending net assets of the latest fiscal year after retroactive restatement are negative;
Self inspection of the company: according to the audit report of Baoding Lucky Innovative Materials Co.Ltd(300446) 2021 issued by Grant Thornton Certified Public Accountants (special general partnership), the net assets of the Company attributable to the shareholders of the listed company at the end of the audited period in 2021 were 647993800 yuan.
In 2021, the audited ending net assets of the company are not negative, or the ending net assets of the latest fiscal year are negative after retroactive restatement.
3. The financial accounting report is issued with qualified opinions, unable to express opinions or negative opinions; Self inspection of the company: on April 15, 2022, the annual audit accountant of the company, Zhitong Certified Public Accountants (special general partnership), issued an unqualified audit report for the company.
There is no case that the company's financial and accounting reports are issued with qualified opinions, unable to express opinions or negative opinions.
4. Failing to disclose the annual report that more than half of the directors guarantee to be true, accurate and complete within the statutory time limit; On April 19, 2022, the company disclosed the 2021 annual report on cninfo.com and legal newspapers and periodicals, and all directors of the company guaranteed that the report was true, accurate and complete.
The company does not disclose the true, accurate and complete annual report guaranteed by more than half of the directors within the statutory time limit.
3、 Deliberations of the board of directors
On April 15, 2022, the 14th meeting of the Fourth Board of directors held by the company deliberated and adopted the proposal on applying to Shenzhen stock exchange for cancellation of delisting risk warning for the company's stock trading. According to the relevant provisions of the listing rules, the company did not encounter any of the circumstances specified in items 1 to 4 of paragraph 1 of article 10.3.10 of the Listing Rules in 2021, Comply with the conditions for applying for cancellation of the delisting risk warning for the company's stock trading specified in article 10.3.6 of the listing rules, and unanimously agree to submit an application for cancellation of the delisting risk warning for the company's stock trading to Shenzhen Stock Exchange.
4、 Independent opinions of independent directors on applying for cancellation of delisting risk warning
The independent directors believe that, according to the relevant provisions of the listing rules, the company did not encounter any of the circumstances specified in Items 1 to 4 of paragraph 1 of article 10.3.10 of the Listing Rules in 2021, which is in line with the requirements for application for withdrawal specified in article 10.3.6 of the listing rules
