About Sichuan Development Lomon Co.Ltd(002312)
Reply to relevant issues of accountants involved in the second feedback notice on the review of administrative licensing projects for the application of issuing shares to purchase assets
Chuan Hua Xin Zong a (2022) No. 0132 China Securities Regulatory Commission:
Sichuan Huaxin (Group) Certified Public Accountants (special general partnership) (hereinafter referred to as “we”, “accountant” or “Sichuan Huaxin”) received your notice on the second feedback on the examination of the administrative license project of Sichuan Development Lomon Co.Ltd(002312) (hereinafter referred to as ” Sichuan Development Lomon Co.Ltd(002312) ,” company “and” listed company “) on the application for Sichuan Development Lomon Co.Ltd(002312) issuing shares to purchase assets [No. 220395] The questions related to accountants mentioned in have been carefully checked, and the reply to your association is as follows:
If there is no special explanation, the discrepancy between the total number and the mantissa of the sum of the sub item values in the response to this feedback is caused by rounding.
Question one
1. The application documents and a feedback reply show that 1) the transaction evaluation assumes that the technical transformation and production expansion projects of the subject assets (hereinafter referred to as construction projects) can pass the examination and approval and reach the production capacity in time. As of the date of the first feedback reply, all the above projects have not been approved by the safety assessment and environmental assessment, but there are no substantive obstacles expected. 2) Since 2016, the state has successively issued policies to restrict the exploitation of phosphate rock, tightened the approval of phosphate rock production expansion, and began to control the output of phosphate rock in major producing areas such as Guizhou and Sichuan. 3) There have been two tailings pond leakage events in the history of the subject asset, and the output has not been reached until the benchmark date of appraisal. 4) The subject asset is promoting the technical transformation project of filling method. In the future, the mining process of filling method is relatively complex and will bring filling costs. The company is requested to: 1) supplement and disclose whether the commencement of the construction project is based on the approval of safety assessment and environmental assessment in combination with the provisions of production safety law, environmental protection law and other relevant laws and regulations; If yes, please supplement and disclose whether there is “construction before approval” in combination with the latest progress of project construction. 2) In combination with the phosphate rock mining restriction policy and implementation of the state and the location of the underlying assets, and the relevant requirements for safety assessment and environmental assessment approval, supplementary disclosure shall be made on whether the specific reasons for the absence of substantive obstacles to the relevant approval of the construction project are sufficient. 3) Quantitatively analyze the estimated investment amount of the filling method technical transformation project and the impact of filling method mining on the operating cost and profitability of the subject assets in the future; Combined with the process characteristics of the filling method, the safety risks of the mining method and the effective countermeasures to be taken are additionally disclosed. 4) In combination with the time point when the construction project is expected to obtain relevant approval, the construction schedule, as well as the influencing factors of construction period such as quantities, construction difficulty and technical maturity, disclose the expected production time point of each construction project one by one and whether it is consistent with the progress assumed in the evaluation and prediction, whether there is great uncertainty in relevant matters and its impact on the evaluation value. Independent financial advisers, lawyers, accountants and appraisers are invited to check and express clear opinions.
Sichuan Development Lomon Co.Ltd(002312) reply:
1、 In combination with relevant laws and regulations such as the work safety law and the environmental protection law, supplementary disclosure of whether the commencement of construction projects is based on the approval of safety assessment and environmental assessment; If yes, please supplement and disclose whether there is “construction before approval” in combination with the latest progress of project construction
(I) work safety law, environmental protection law and other laws and regulations on the commencement of construction projects. According to Article 14 of the measures for the supervision and administration of “three Simultaneities” of safety facilities of construction projects, “the design of safety facilities of construction projects shall not be approved and the construction shall not be started:… (III) the safety pre assessment report is prepared by a safety assessment organization without corresponding qualification…” and Article 25 of the law of the people’s Republic of China on environmental impact assessment “if the environmental impact assessment documents of a construction project have not been examined by the examination and approval department according to law or have not been approved after examination, the construction unit shall not start construction.”
Therefore, the commencement of construction projects shall be subject to the approval of safety assessment and environmental assessment in accordance with the regulations.
(II) the filling system construction project, concentrate dehydration technical transformation project of beneficiation workshop and mining expansion technical transformation project of Tianrui mining do not have the situation of “construction before approval”
1. Filling system construction project
Latest progress of project name approval
Project initiation: cczb [202251113304-01318405] fgqb-0005 filing form of asset investment project of fixed filling system construction project in Sichuan Province
Project safety evaluation: safety pre evaluation report of filling system construction project of Sichuan development Tianrui Mining Co., Ltd
Report passed the review
Environmental impact assessment: the publicity has been completed and will be officially approved
On February 22, 2022, Sichuan development Tianrui Mining Co., Ltd. (hereinafter referred to as “Tianrui mining” or “target company”) completed the filing of filling system construction project (filing No. [202251113304-01318405] fgqb-0005) to the development and Reform Bureau of Mabian Yi Autonomous County on the national online approval and supervision platform of investment projects.
On March 27, 2022, the safety pre assessment report of Tianrui mining’s filling system construction project passed the expert review.
On April 26, 2022, Mabian Ecological Environment Bureau of Leshan City accepted and publicized the environmental impact assessment document of Sichuan Tianrui Mining Development: filling system construction project in Mabian Yi Autonomous County, Leshan City, Sichuan Province. The publicity period was from April 26, 2022 to May 11, 2022. After the publicity, a formal reply was issued.
As of the issuing date of this reply, the filling system construction project of Tianrui mining has only completed the preliminary preparations for ordering main equipment and auxiliary equipment, and has not officially started construction.
Therefore, the filling system construction project of Tianrui mining does not have the situation of “construction before approval”.
2. Concentrate Dewatering technical transformation project of beneficiation workshop
Latest progress of project name approval
Project approval of Concentrate Dewatering in Beneficiation workshop: Sichuan investment preparation [210851113307-02618433] jxqb-0051 record form of investment project for technical water technical transformation project in Sichuan Province
Latest progress of project name approval
Safety assessment: the safety pre assessment report of the 2 million T / a concentrate dehydration technical transformation project of the beneficiation workshop of Sichuan development Tianrui Mining Co., Ltd. passed the review
EIA: exemption
On September 2, 2021, Tianrui mining completed the filing of the concentrate dehydration technical transformation project of the beneficiation workshop to the economic and Information Bureau of Mabian Yi Autonomous County on the national online approval and supervision platform of investment projects (the filing number is Chuan investment Bei [210851113307-02618433] jxqb-0051).
On March 27, 2022, the safety pre assessment report of the dehydration technical transformation construction project of Tianrui mining passed the expert review.
At present, the target company has 7 sets of vacuum ceramic filters in the dewatering link of the washing production line. The equipment has good dewatering effect on coarse-grained fine pulp, but general effect on fine-grained concentrate pulp. The Concentrate Dewatering technical transformation project is mainly to add 8 sector and frame filter presses in the dehydration link to improve the dehydration effect of fine-grained concentrate slurry, so as to improve the processing capacity of the overall dehydration link of the target company.
In the process of handling the environmental assessment procedures for the concentrate dehydration technical transformation project of the beneficiation workshop, the target company consulted the Department of ecological environment of Sichuan Province through the official website, It replied that “the catalogue of classified management of construction projects (2021 Edition) stipulates that the construction content does not involve the reconstruction and expansion projects of the main project, and the environmental impact assessment category shall be determined according to the reconstruction and expansion project content; the construction projects not specified shall not be included in the environmental impact assessment management of construction projects.” The construction content of the concentrate dehydration technical transformation project of the beneficiation workshop does not involve the reconstruction and expansion of the main project. According to the provisions of the catalogue of classified management of environmental impact assessment of construction projects (2021 Edition), projects that are not specified are not included in the management of environmental impact assessment of construction projects and are exempted from environmental assessment procedures. As of March 27, 2022, the concentrate dehydration technical transformation project of the beneficiation workshop of Tianrui mining has only completed the preliminary preparations for the commencement of the purchase of main equipment, and the construction has not been officially started.
Therefore, there is no “construction before approval” situation in the dehydration technical transformation construction project of Tianrui mining.
3. Mining expansion and technical transformation project
Latest progress of project name approval
Project initiation: Sichuan investment preparation [220451113307-02402723] jxqb-0022 record form of technological transformation investment projects in Sichuan Province
2.5 million safety assessment for phosphate rock mining: cz-b [2009] No. 17 application form for filing of safety pre assessment report of non coal mine mountain construction project t / a mining project
EIA: CHSP [2009] No. 651 reply on the environmental impact report of phosphorus ore mining and dressing project in tongchanggeng (No. 8 ore block) of Mabian laoheba Phosphate Mine
Opinions on safety facility design and safety license: opinions on safety facility design and safety license of Sichuan Mabian laoheba phosphate mine copper plant ridge (No. 8 ore block) phosphate mine mining project (CJP [2022] No. 12)
(1) Safety assessment and safety facility design review
On May 7, 2009, Tianrui mining’s Mabian laoheba phosphate mine copper plant ridge (No. 8 ore block) phosphate mine mining and dressing project obtained the safety pre assessment report of 2.5 million tons / year of phosphate ore mining and dressing for the record.
According to the catalogue of safety facilities for metal and nonmetal mine construction projects (Trial) (Order No. 75 of the State Administration of work safety), “1. In order to standardize and guide the design, design review and completion acceptance of safety facilities for metal and nonmetal mine (hereinafter referred to as mine) construction projects, according to the production safety law of the people’s Republic of China and the mine safety law of the people’s Republic of China , formulate this catalogue. 2. The safety facilities of mining and tailings pond construction projects are applicable to this catalogue. ” And the notice of the State Administration of work safety on printing and distributing the outline for the design of safety facilities of metal and non-metallic mine construction projects (ajzy1 (2015) No. 68) “the State Administration of work safety has formulated the outline for the design of safety facilities of metal and non-metallic underground mines, open-pit mines and tailings pond construction projects…” According to the regulations, the mining and construction projects of non-metallic underground mines need to prepare the safety facility design in accordance with the above provisions, while the mine of Tianrui mining is a phosphate mine and belongs to a non-metallic mine project. Therefore, its 2.5 million T / a mining expansion and technical transformation project needs to prepare the safety facility design in accordance with the above provisions.
According to the reply of the general office of the State Administration of work safety on issues related to the filing of safety pre assessment report of non coal mine construction projects (ajztqyh [2015] No. 193) “I. measures for design review and completion acceptance of safety facilities of non coal mine construction projects” (Order No. 18 of the State Administration of work safety and the State Administration of coal mine safety) Article 13 stipulates that the safety pre evaluation report of non coal mine construction projects shall be submitted to the corresponding safety supervision department for the record. On May 26, 2015, the decision of the State Administration of work safety on Abolishing and amending nine regulations in the field of non coal mines (Order No. 78 of the State Administration of work safety) abolished the measures, and the safety supervision department no longer filed the safety pre evaluation report of non coal mine construction projects. 2、 According to Articles 7 and 11 of the measures for the supervision and administration of “three Simultaneities” of safety facilities of construction projects (Order No. 77 of the State Administration of work safety), non coal mine construction projects shall be subject to safety pre evaluation and submitted to the relevant safety supervision departments when applying for the design review of safety facilities. ” 1. Since 2015, the safety pre assessment is no longer filed by the safety supervision department, but only as a necessary application for the design review of safety facilities. 1 note: Although this provision has been repealed, since then, the competent department is no longer required to file in the practice of safety assessment, and no new laws and regulations have been issued for filing
Report materials.
On January 25, 2022, the emergency management department of Sichuan Province issued the opinions on safety facilities design and safety license for the mining project of longgeng (No. 8 ore block) phosphate mine of laoheba Phosphate Mine in Mabian, Sichuan Province (CHSP [2022] No. 12), It is agreed that the safety facilities design of Sichuan development Tianrui Mining Co., Ltd. Sichuan Mabian laoheba phosphate mine copper plant ridge (No. 8 ore block) phosphate mine mining project with the target company’s design production capacity of 2.5 million tons / year (in the submission of the target company, the safety pre evaluation price of the target company in 2009 is used as the application material for this safety facilities design review). In conclusion, the 2.5 million T / a mining expansion project of the target company has completed the safety evaluation procedures.
(2) EIA items
The environmental impact report of 2.5 million tons of phosphorus ore mining in mangeng copper mine (mangeng) in November 2009 was approved by mangeng Mining Co., Ltd. Although the mining scale of phosphate rock was adjusted from 2.5 million tons / year to 2 million tons / year and the production scale of phosphate concentrate was adjusted from 1.4 million tons / year to 1.15 million tons / year in 2012, the pollution prevention and control measures of the project remain unchanged and continue to be implemented in accordance with the requirements of the original EIA report and EIA reply (CHSP [2009] No. 651). On December 25, 2019, the target company obtained the phased completion acceptance report of the mining part, that is, the environmental protection acceptance report with a production capacity of 2 million tons / year. In the follow-up, it only needs to complete the acceptance procedures after the construction of relevant facilities of 2.5 million tons / year. Therefore, the mining expansion and technical transformation project has completed the scheme design, review and obtained the safety permit for safety facility design, and fulfilled the corresponding pre environmental assessment and safety assessment procedures. As of the date of this reply, the mining expansion project has not officially started construction, and there is no “construction before approval”.
in summary
