Aoyuan Beauty Valley Technology Co.Ltd(000615) : special statement of the board of directors on matters involved in non-standard audit opinions on the 2021 financial report

Aoyuan Beauty Valley Technology Co.Ltd(000615) board of directors

On matters involved in non-standard audit opinions of 2021 financial report

Special description

On April 29, 2022, Zhongshen Zhonghuan Certified Public Accountants (special general partnership) issued an unqualified audit report with emphasis on the 2021 annual financial report of Aoyuan Beauty Valley Technology Co.Ltd(000615) (hereinafter referred to as “the company”) (Report No.: Zhonghuan Shenzi (2022) 0111853). According to the requirements of the Listing Rules of Shenzhen Stock Exchange and the preparation rules for information disclosure of companies offering securities to the public No. 14 – handling of non-standard audit opinions and matters involved, the board of directors of the company explains the matters involved in the non-standard audit opinions as follows:

1、 Matters involved in this non-standard audit opinion

1. Highlight the content of the matter paragraph

As stated in the “highlights” section of the audit report:

The certified public accountant in the annual audit reminded the users of the financial statements that the company sold 100% equity of Jinghan Real Estate Group Co., Ltd. (hereinafter referred to as “Jinghan real estate”), 100% equity of Beijing Yangjia Health Management Co., Ltd. and 35% equity of Penglai Hualu Jinghan elderly care service Co., Ltd. to the related party Shenzhen Kaixian Investment Co., Ltd. on August 30, 2021. According to the contract, the remaining equity payment should be settled before November 30, 2021. As of the date of approval and submission of the financial statements, the company has not recovered the above equity transfer payment of 408 million yuan. The company submitted the application for arbitration to China Guangzhou Arbitration Commission on the contract dispute with Shenzhen Kaixian Investment Co., Ltd, On December 20, 2021, it received the notice of accepting arbitration application (2021) szszszz No. 19526) from Guangzhou Arbitration Commission, and the relevant case is under trial; After the completion of this restructuring, Aoyuan Beauty Valley Technology Co.Ltd(000615) company’s guarantee for Jinghan real estate of 16521513 million yuan has not been lifted, and the counter guarantee is provided by Aoyuan group (Guangdong) Co., Ltd. The contents of this paragraph shall not affect the issued audit opinion.

2. Reasons and basis for issuing non-standard opinions

According to Article 9 of the auditing standards for Chinese certified public accountants No. 1503 – adding emphasized matters and other matters in the audit report, if it is considered necessary to remind the users of the financial statements to pay attention to the matters that have been presented in the financial statements and are considered to be important for the users of the financial statements to understand the financial statements according to professional judgment, when the following conditions are met at the same time, A certified public accountant shall add an emphasis paragraph to the audit report: (I) in accordance with the provisions of the auditing standards for Chinese certified public accountants No. 1502 – issuing a non unqualified opinion in the audit report, the matter will not cause the certified public accountant to issue a non unqualified opinion; (II) when the auditing standards for Chinese certified public accountants No. 1504 – communicating key audit matters in the audit report is applicable, the matter is not determined as the key audit matters communicated in the audit report. The basis for the matters involved in the above stressed matters paragraph not to affect the audit opinion issued by the certified public accountant is as follows:

The company has disclosed relevant matters in the notes to the financial statements. In view of the fact that the relevant matters will not lead the certified public accountants to express unqualified opinions and are not identified as the key audit matters communicated in the audit report, but the annual audit certified public accountants believe that it is very important for the users of the financial statements to understand the financial statements according to their professional judgment, the annual audit certified public accountants have added an emphasis paragraph in the audit report to remind the users of the financial statements to pay attention to these matters disclosed in the financial statements.

2、 Special instructions of the board of directors on matters involved in this non-standard audit opinion

The board of Directors believes that the unqualified audit report with highlighted items issued by Zhongshen Zhonghuan Certified Public Accountants (special general partnership) truthfully reflects that the company’s 2021 financial statements are prepared in accordance with the accounting standards for business enterprises in all major aspects, and fairly reflects the company’s consolidated financial position on December 31, 2021 and the company’s operating results and cash flow in 2021..

3、 Specific measures to eliminate matters related to non-standard opinions and their impact

The board of directors of the company attaches great importance to the matters involved in the unqualified audit report issued by the accounting firm with emphasis, and will actively take corresponding measures to eliminate relevant matters and their impact as soon as possible and effectively safeguard the interests of the majority of investors. Combined with the actual situation of the company, the measures taken and to be taken by the company are as follows:

1. The company will continue to pay attention to the progress of relevant cases, cooperate with lawyers to further sort out and study the matters involved and relevant archives, do a good job in litigation and arbitration response plans and risk control, and timely perform the obligation of information disclosure in strict accordance with relevant regulations.

2. The management of the company has actively negotiated with Shenzhen Kaixian Investment Co., Ltd. and related parties on the return of the balance of major assets, and has communicated in detail on relevant specific matters such as accelerating the implementation of the settlement plan, increasing guarantee measures and alternative plans; The management will continue to actively promote the progress of relevant matters. 3. The company will take positive measures to require Aoyuan group (Guangdong) Co., Ltd. to earnestly perform its counter guarantee liability.

4. The company will continue to pay attention to the assets and operating conditions of the guaranteed party and related parties, the implementation of cashing and repayment schemes, carefully make relevant plans, strive to reduce corresponding risks, and safeguard the rights and interests of listed companies and minority shareholders.

Aoyuan Beauty Valley Technology Co.Ltd(000615) board of directors

April 29, 2002

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