Xuzhou Handler Special Vehicle Co.Ltd(300201)
Audit report
Zhsz (2022) No. 0310096
catalogue
Starting page audit report financial statements
Consolidated balance sheet 1
Consolidated income statement 3
Consolidated cash flow statement 4
Consolidated statement of changes in shareholders’ equity 5
Balance sheet 7
Income statement 9
Cash Flow Statement 10
Statement of changes in shareholders’ equity 11
Note 13 to the financial statements
Audit report
Zhong Huan Shen Zi (2022) No. 0310096 Xuzhou Handler Special Vehicle Co.Ltd(300201) all shareholders:
1、 Unable to express an opinion
We have audited the financial statements of Xuzhou Handler Special Vehicle Co.Ltd(300201) (hereinafter referred to as ” Xuzhou Handler Special Vehicle Co.Ltd(300201) company”), 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.
We do not express audit opinions on the attached financial statements of Xuzhou Handler Special Vehicle Co.Ltd(300201) company. Due to the importance of the matters described in the section “forming the basis of unable to express an opinion”, we are unable to obtain sufficient and appropriate audit evidence as the basis for issuing an audit opinion on the financial statements.
2、 Form a basis on which opinions cannot be expressed
(I) impact of the actual controller seizing power on the financial statements of 2021
As stated in financial statements Xi, 1, the parent company of the company and XIII, events after the balance sheet date, 3, Ding Jianping, the original actual controller of the company, and Jiangsu Electromechanical Research Institute Co., Ltd. (hereinafter referred to as “Jiangsu Electromechanical Research Institute”) signed the voting right entrustment agreement and the declaration letter of concerted action relationship with zhongtianze Holding Group Co., Ltd. (hereinafter referred to as “zhongtianze group”) in April 2020, Meanwhile, Jiangsu Electromechanical Research Institute transferred 52046076 shares corresponding to 5% of its total share capital to zhongtianze group, which became the new actual controller of the company. However, since April 2021, the new honest accuser has launched a number of lawsuits against the control right of Xuzhou Handler Special Vehicle Co.Ltd(300201) company, and the lawsuit still needs to be further heard by the court or in the appeal stage. As stated in audit report III, responsibilities of management and governance for financial statements: Xuzhou Handler Special Vehicle Co.Ltd(300201) governance shall be responsible for supervising the financial reporting process, and management shall be responsible for preparing financial statements in accordance with the provisions of accounting standards for business enterprises to achieve a fair reflection, and designing, implementing and maintaining necessary internal control so that the financial statements are free from material misstatement due to fraud or error. However, due to the new honest controller’s contention for the control and operation management of Xuzhou Handler Special Vehicle Co.Ltd(300201) company, according to the publicly disclosed information, the communication between Xuzhou Handler Special Vehicle Co.Ltd(300201) governance (board of directors) and management (Management) is limited, and some directors claim that they are unable to perform their duties and cannot recognize the authenticity and fairness of the financial statements prepared by the management. In addition, because the above-mentioned power seizing litigation has not been finalized, some responsibilities of the governance and management for the preparation and operation and management of financial statements are limited by the court’s ruling or judgment, and there may be a risk of failure of internal control related to the preparation and supervision of financial statements. We are unable to obtain sufficient and appropriate audit evidence to dispel our doubts about whether there are significant misstatements in the overall financial statements of Xuzhou Handler Special Vehicle Co.Ltd(300201) company in 2021. At the same time, we are unable to judge the impact of the above-mentioned power seizing events on the continuous operation of the company.
(II) related impact of disposal of subsidiaries Shenzhen lianshuo Automation Technology Co., Ltd. and Shenzhen Juneng Weiye Technology Co., Ltd. on the financial statements of 2021
As described in notes VI, 49, investment income and VII, changes in the scope of consolidation to the financial statements, Xuzhou Handler Special Vehicle Co.Ltd(300201) company disposed of its subsidiary Shenzhen lianshuo Automation Technology Co., Ltd. (hereinafter referred to as “Shenzhen lianshuo”) and its subsidiary Shenzhen Juneng Weiye Technology Co., Ltd. (hereinafter referred to as “Shenzhen Juneng”) in May 2021, resulting in an investment income of 186396 million yuan.
As stated in notes VI, 7 and other receivables to the financial statements, as of December 31, 2021, the original value of the company’s other receivables from Shenzhen lianshuo and Shenzhen Juneng was 881094 million yuan and 98.258 million yuan respectively. Due to Xuzhou Handler Special Vehicle Co.Ltd(300201) company’s exemption of all debts of Shenzhen lianshuo and the repayment plan agreed with Shenzhen Juneng, Shenzhen Juneng had not been fully fulfilled, and the company accrued corresponding bad debt reserves, The year-end balance of bad debt reserves was 881094 million yuan and 42.645 million yuan respectively.
As stated in notes VI, 4, accounts receivable, VI, 8, inventory and VI, 24, accounts payable to the financial statements, as of January 1, 2021, the book value of accounts receivable, inventory, accounts payable, accounts receivable, inventory and accounts payable of Shenzhen lianshuo were 313029 million yuan, 128497 million yuan, 210312 million yuan, 956139 million yuan, 303164 million yuan and 500744 million yuan respectively. In 2021, this part of assets and liabilities decreased with the disposal of Shenzhen lianshuo and Shenzhen Juneng.
As stated in notes VI, 18 and goodwill to the financial statements, on January 1, 2021, Xuzhou Handler Special Vehicle Co.Ltd(300201) company included Shenzhen lianshuo into the scope of consolidation in 2016, and the original book value of goodwill formed was 241726600 yuan. As of January 1, 2021, the balance of goodwill impairment provision was 241726600 yuan.
Xuzhou Handler Special Vehicle Co.Ltd(300201) company incorporated Shenzhen Juneng into the scope of consolidation in 2015, and the original book value of goodwill formed was 45.978 million yuan. As of January 1, 2021, the balance of goodwill impairment provision was 45.978 million yuan. In 2021, this part of assets decreased with the disposal of Shenzhen lianshuo and Shenzhen Juneng.
Due to the inability to implement reasonable audit procedures and obtain sufficient and appropriate audit evidence to eliminate our doubts about the authenticity and recoverability of the book value of accounts receivable, the authenticity and integrity of the book value of inventories and the accuracy of valuation, as well as the authenticity and integrity of the book value of accounts payable as of December 31, 2019; As the above assets and liabilities are in doubt, we are also unable to determine the rationality of the goodwill impairment test on December 31, 2019 due to the inclusion of Shenzhen lianshuo and Shenzhen Juneng into the scope of consolidation. We failed to obtain sufficient and appropriate audit evidence to determine whether the disposal of subsidiaries in this period has commercial substance, and whether it is necessary to adjust and trace the amount. At the same time, due to the continuity of the above assets and liabilities, we cannot judge the actual impact of the above disposal on the opening balance of the corresponding assets and liabilities in the consolidated financial statements of Xuzhou Handler Special Vehicle Co.Ltd(300201) company in 2021, the current amount of the corresponding items in the consolidated income statement in 2021, the profit and loss of equity disposal in 2021, the change of deferred income tax expenses, and the elimination of our recoverability of other receivables of Shenzhen lianshuo and Shenzhen Juneng The accuracy of the provision for impairment and whether there are doubts about the occupation of funds.
(III) matters related to the project under construction of the subsidiary Huizhou lianshuo Technology Co., Ltd. (hereinafter referred to as “Huizhou lianshuo”)
As stated in notes VI, 16, construction in progress and 21, other non current assets to the financial statements, as of December 31, 2021, the original book value of the construction in progress of Huizhou lianshuo plant construction project was 1482081 million yuan, and the project has not been completed and settled. The original value of Huizhou lianshuo’s advance payment for engineering equipment is 415001 million yuan, the year-end balance of impairment provision is 415001 million yuan, and the net value of other non current assets is 0 yuan.
Huizhou lianshuo has made advance payment for engineering equipment to the suppliers of plant construction projects, but according to the actual inventory, the equipment of some suppliers has not been delivered and installed in time, the engineering construction project has not been completed, and the above suppliers have not settled, accepted or issued invoices to Huizhou lianshuo. In addition, as stated in note XII to the financial statements, 2, (3) the dispute over private lending of Huizhou lianshuo, a subsidiary, there is a private lending dispute between Huizhou lianshuo and Xuzhou Jiaxin construction and Installation Engineering Co., Ltd.
We checked the payment flow, invoices, contracts and settlement sheets for the construction in progress and the advance payment, carried out on-site inventory, and also implemented the advance payment confirmation procedure to the main suppliers. Due to the failure to obtain the necessary equipment and material acceptance form, project supervision acceptance report and relevant prepayment letter, we are unable to obtain sufficient and appropriate audit evidence to eliminate our doubts about the authenticity and accuracy of the project under construction, the authenticity and recoverability of the prepayment, the accuracy of deferred income tax expenses and whether it forms capital occupation.
(IV) relevant matters of the joint venture company Hermann Schmitz Co., Ltd. (hereinafter referred to as “German Schmitz”)
As stated in notes VI, 7, other receivables and notes VI, 12, long-term equity investment in the financial statements, as of December 31, 2021, the original value of other receivables of Xuzhou Handler Special Vehicle Co.Ltd(300201) company to Hermann Schmitz Co., Ltd. was 20.679 million yuan, the balance of bad debt provision was 186111 million yuan, the net book value of other receivables was 2.0679 million yuan, and the book value of long-term equity investment in Schmitz, Germany was 394323 million yuan, The balance of impairment provision is 394323 million yuan, and the net book value of long-term equity investment is 0 yuan.
Germany Schmitz was involved in the bankruptcy proceedings of its subsidiary Schmitz fire & rescue GmbH, and its business situation declined at the same time. Xuzhou Handler Special Vehicle Co.Ltd(300201) company made an impairment provision of 394323 million yuan. Limited by the limited external evidence and the failure to effectively implement the audit or review procedures of Schmitz, Germany, we failed to obtain sufficient and appropriate audit evidence to eliminate our doubts about the recoverability of long-term equity investment, the accuracy of provision for impairment and the accuracy of deferred income tax expenses.
Xuzhou Handler Special Vehicle Co.Ltd(300201) has other receivables from Schmitz, Germany, which mainly purchased two fire engines from Schmitz in 2018 but did not arrive, and purchased epidemic prevention materials in China on its behalf in 2020 but did not receive the payment. Due to the limited external evidence and the failure to effectively implement the German Schmitz audit or review procedures, we failed to obtain sufficient and appropriate audit evidence to eliminate our doubts about the authenticity and recoverability of the above other receivables, the accuracy of the provision for impairment, and whether it forms the occupation of funds.
3、 Responsibilities of management and governance for financial statements
The management of Xuzhou Handler Special Vehicle Co.Ltd(300201) company (hereinafter referred to as “the management”) is responsible for preparing the financial statements in accordance with the provisions of the accounting standards for business enterprises to achieve a fair reflection, and designing, implementing and maintaining necessary internal control so that the financial statements are free from material misstatement caused by fraud or error.
When preparing the financial statements, the management is responsible for evaluating the sustainable operation ability of Xuzhou Handler Special Vehicle Co.Ltd(300201) company, disclosing matters related to sustainable operation (if applicable), and applying the assumption of sustainable operation, unless the management plans to liquidate Xuzhou Handler Special Vehicle Co.Ltd(300201) company, terminate operation or have no other realistic choice.
The management is responsible for supervising the financial reporting process of Xuzhou Handler Special Vehicle Co.Ltd(300201) company.
4、 Responsibilities of certified public accountants for the audit of financial statements
Our responsibility is to audit the financial statements of Xuzhou Handler Special Vehicle Co.Ltd(300201) company in accordance with the auditing standards for Chinese certified public accountants, so as to issue the audit report. However, due to the matters described in the section “forming the basis for unable to express opinions”, we are unable to obtain sufficient and appropriate audit evidence as the basis for issuing audit opinions.
In accordance with the code of professional ethics for Chinese certified public accountants, we are independent of Xuzhou Handler Special Vehicle Co.Ltd(300201) company and have fulfilled other responsibilities in terms of professional ethics.
Zhongshen Zhonghuan Certified Public Accountants (special general partnership) Chinese certified public accountant:
(project partner):
Hu Yongbo
Chinese certified public accountant:
Xu Yanyan
Wuhan, China April 25, 2022
Consolidated balance sheet
December 31, 2021
Prepared by: Xuzhou Handler Special Vehicle Co.Ltd(300201) amount unit: RMB
Project notes December 3, 2021
