Xiongan Kerong Environment Technology Co.Ltd(300152) board of directors
Special note on the audit report with qualified opinions in 2021
China Securities Tiantong Certified Public Accountants (special general partnership) (hereinafter referred to as “China Securities Tiantong”) engaged by Xiongan Kerong Environment Technology Co.Ltd(300152) (hereinafter referred to as ” Xiongan Kerong Environment Technology Co.Ltd(300152) ” or “the company”) to audit the 2021 annual financial report of the company. China Securities Tiantong Certified Public Accountants (special general partnership) submitted a qualified audit report to the company. In accordance with the relevant requirements of the rules for the preparation and reporting of information disclosure of companies offering securities to the public No. 14 – handling of non-standard unqualified audit opinions and matters involved and the stock listing rules of Shenzhen Stock Exchange issued by the China Securities Regulatory Commission, the board of directors of the company made special explanations on the relevant matters involved in the audit report as follows:
1、 Matters covered by qualified audit report
In June 2021, Puyi Shijiazhuang equity investment fund management center (limited partnership) (hereinafter referred to as “Puyi fund”) affiliated to Xiongan Kerong Environment Technology Co.Ltd(300152) signed the equity transfer agreement with Xinjiang limacheng Energy Equipment Co., Ltd. (hereinafter referred to as “Xinjiang limacheng”), It is agreed that Puyi fund will acquire 29.50% equity of Bazhou junchuang Energy Co., Ltd. (hereinafter referred to as “Bazhou junchuang”) held by Xinjiang Lima Cheng in cash. In July 2021, Puyi fund paid 58 million yuan for equity transfer. In January 2022, both parties signed the termination of equity transfer agreement. From January to March 2022, Xinjiang Lima component returned 58 million yuan of equity transfer funds to Puyi fund four times.
In March 2021, Xinjiang junchuang Energy Equipment Co., Ltd. (hereinafter referred to as “Xinjiang junchuang”) under the control of Xiongan Kerong Environment Technology Co.Ltd(300152) transferred its 100% equity of Bazhou junchuang to Xinjiang Lima Cheng, and its 100% equity transfer price was 40 million yuan. As of December 31, 2021, Xinjiang limacheng has not paid the equity transfer price. CSI Tiantong was unable to obtain sufficient and appropriate audit evidence on the commercial essence, commercial rationality and pricing fairness of Puyi fund’s acquisition of 29.50% equity of Bazhou junchuang. Accordingly, CSI Tiantong was unable to determine whether the transaction was a related party transaction and whether the treatment of Bazhou junchuang’s 58 million yuan investment fund reported under long-term equity investment on Xiongan Kerong Environment Technology Co.Ltd(300152) balance sheet date was appropriate.
2、 Reasons and basis for issuing qualified opinion audit report on 2021 annual statement
Zhongzheng Tiantong audited Xiongan Kerong Environment Technology Co.Ltd(300152) financial statements, including the consolidated and company’s balance sheet as of December 31, 2021, the consolidated and company’s income statement, consolidated and company’s cash flow statement, consolidated and company’s statement of changes in shareholders’ equity and notes to relevant financial statements in 2021.
Zhongzheng Tiantong believes that, in addition to the impact of the matters described in the “basis for forming qualified opinions”, the attached financial statements are prepared in accordance with the accounting standards for business enterprises in all major aspects, and fairly reflect the financial position of Xiongan Kerong Environment Technology Co.Ltd(300152) 2021 and the company as of December 31, 2021, as well as the operating results and cash flow of the company in 2021.
3、 Notes of the board of directors of the company on matters involved in the qualified opinion audit report
After careful discussion by the board of directors of the company, it is considered that the qualified audit opinion issued by China Securities Tiantong Certified Public Accountants (special general partnership) truthfully reflects the current situation of the company. In addition, the company’s financial statements are prepared in accordance with the provisions of the accounting standards for business enterprises in all major aspects, and fairly reflect the consolidated and financial position of the company as of December 31, 2021 and the consolidated and operating results and cash flow of the company in 2021. In response to the audit opinion, the board of directors of the company explains as follows:
As of April 20, 2022, the disclosure date of this note,
(I) in January 2022, Xinjiang limacheng and Puyi fund signed the termination of equity transfer agreement. From January to March 2022, Xinjiang Lima component returned 58 million yuan of equity transfer funds to Puyi fund four times, which had no financial impact on listed companies and their investment funds.
(II) the unpaid equity transfer price of Xinjiang Lima Cheng is due to the binding responsibility completion standard and risk-free operation observation period between Xinjiang Lima Cheng and Xinjiang junchuang. Therefore, the payment conditions of Xinjiang Lima Cheng and Xinjiang junchuang have not been touched, and there are no problems of no commercial substance, commercial rationality and fair pricing. In addition, the 58 million yuan in (I) above is returned, and there is no improper treatment of the 58 million yuan investment fund reported under long-term equity investment on Xiongan Kerong Environment Technology Co.Ltd(300152) balance sheet date.
At the same time, the company will strengthen the supervision of investment projects, reduce the investment risk of funds, improve the use efficiency of funds, and ensure the safe and rational use of funds. For details, please refer to the special instructions of the board of directors on the audit report with qualified opinions in 2021 disclosed by the company on the same day.
It is hereby explained.
Xiongan Kerong Environment Technology Co.Ltd(300152)
Board of directors
On April 19, 2002 (this page is the signature page of the Xiongan Kerong Environment Technology Co.Ltd(300152) board of directors on the special instructions on the audit report with qualified opinions in 2021):
Mao Junliang, Zhang Yuguo
Chen weidongguo received
Jiang Peng, Xie Simin
Song Yantao
