Kweichow Moutai: inflated related party transactions

The major shareholder quietly divided up the billions of dividends of Maotai Sales Company, and the related parties have spread all over the upstream and downstream of Kweichow Moutai (6005 19).

Once the news that the major shareholder set up a new marketing company was disclosed, Kweichow Moutai immediately fell into the whirlpool of public opinion, and the voice of denouncing the major shareholder's encroachment on the profit of Kweichow Moutai channel became louder and louder.

The market has spoken, and the supervision letter of the exchange is also waiting for the response of Kweichow Moutai. Perhaps the major shareholder of Kweichow Moutai did not expect that the newly established marketing company would cause such a big wave.

Everything is related to interests. After reducing some dealers, the market originally hoped that Kweichow Moutai could increase the proportion of direct sales, and then left the price difference between ex-factory price and terminal price more in listed companies. With the establishment of marketing companies by group companies, such expectations seem to be dashed.

This will undoubtedly increase the related transactions of Kweichow Moutai. Related party transactions are understandable, but if the company has related parties from raw material procurement to terminal sales, what independence does Kweichow Moutai have? If the company only has production links to control, it may not be expected by the market to become a processing workshop for production links.

500,000 yuan investment in exchange for more than 5 billion yuan in dividends?

On May 6th, official website, the major shareholder of Kweichow Moutai, China Kweichow Moutai Distillery (Group) Co., Ltd. (hereinafter referred to as "Maotai Group") said that Kweichow Moutai Group Marketing Co., Ltd. (hereinafter referred to as "Maotai Group Marketing Company") was formally established on the morning of May 5th, focusing on group buying, supermarkets and other end customers, with the sole shareholder of Kweichow Moutai Group contributing 654.38 billion yuan. At present, the main sales companies of Kweichow Moutai sell Kweichow Moutai.

A stone stirs up a thousand waves. On May 6, once the news was disclosed, the share price of Kweichow Moutai fell by 6.98%, and its market value evaporated by more than 85.4 billion yuan. Investors are worried about the corporate governance and profit redistribution of Kweichow Moutai. The major shareholder, Maotai Group, has received billions of dollars in return from the sales company. Why does it continue to grab the cake of interest?

In fact, in the sales of Moutai, the major shareholder Maotai Group has intervened twice, and the returns have already overflowed.

Maotai Liquor Sales Company is the main sales company of Kweichow Moutai at present, and the major shareholder Maotai Group holds 5% of the shares. 20 14-20 18, Moutai liquor sales company has paid dividends of more than 4.5 billion yuan to the minority shareholder Maotai Group.

For the purpose of tax avoidance, liquor enterprises often set up sales companies to sell directly to the outside world. Although the tax avoidance function of sales companies has been greatly weakened at present, this sales model is still in use. Kweichow Moutai is no exception, and Moutai sales company is the company's main sales channel.

In 20 14-20 18, Moutai liquor sales company achieved revenue of 30.327 billion yuan, 30.459 billion yuan, 35.584 billion yuan, 49.757 billion yuan, 62.466 billion yuan, and net profit of 6.5438+0.645438+0.8 billion yuan.

In the same period, the revenue of Kweichow Moutai was 3221700 million yuan, 33.447 billion yuan, 401550,000 yuan, 610.63 million yuan and 771990,000 yuan, and the net profit was162.69 million yuan respectively.

It can be seen that Moutai sales company contributed most of the income and net profit of Kweichow Moutai, and it is the direct source of profit of Kweichow Moutai. The major shareholder Maotai Group holds 5% of the shares, and the rest is held by Kweichow Moutai.

When it was founded in 2000, the investment of Maotai Group was only 500,000 yuan, and now the investment return of 500,000 yuan is obviously overestimated. Because from 20 14, Moutai sales company began to pay dividends to Maotai Group.

According to the annual report, from 20 14 to 20 18, the dividends distributed by Moutai sales companies to minority shareholders were 564 million yuan, 51300 million yuan, 506 million yuan, 373 million yuan and 2.58 billion yuan respectively, totaling 4.536 billion yuan. Especially in the past 20 18, Kweichow Moutai paid a generous dividend to Maotai Group, exceeding the sum of the past few years.

Are these all dividends paid by Maotai Sales Company to Maotai Group? Maybe not. The cash flow statement of Kweichow Moutai's 20 13 annual report shows that the dividends and profits paid by subsidiaries to minority shareholders were 632 million yuan, compared with 200 million yuan in the previous year.

Which subsidiary gives dividends and profits to which minority shareholders? Kweichow Moutai is not introduced in detail in the annual report. During the period of 20 14-20 18, the dividends and profits paid by the subsidiaries of Kweichow Moutai to minority shareholders were 580 million yuan, 51300 million yuan, 532 million yuan, 379 million yuan and 2.624 billion yuan respectively, which were basically consistent with the dividends paid by Moutai sales companies to Maotai Group.

Then, is the subsidiary payment disclosed in the 20 13 annual report also a dividend to Maotai Group?

In this regard, Kweichow Moutai did not reply.

Interview. If this is the case, in seven years, the dividend received by Maotai Group from Maotai Liquor Sales Company is about 5.368 billion yuan, needless to say, the return brought by the initial investment of 500,000 yuan.

In addition to obtaining infrared spectra from Maotai liquor sales company, Maotai Group also directly participated in the sales of Maotai liquor. Kweichow Moutai Group E-commerce Co., Ltd. (hereinafter referred to as "Maotai E-commerce") is responsible for the online sales of Moutai. Kweichow Moutai invested 25 million yuan to hold 25% of the shares, Maotai Group invested 40 million yuan to hold 40% of the shares, and the rest of the shares were held by related parties.

The related party transactions of 20 15-20 18 show that Kweichow Moutai sold 677 1 10,000 yuan,192,000 yuan, 209 1 10,000 yuan and1765,000 yuan to Moutai e-commerce respectively. In addition, 20 16 and 20 17, Kweichow Moutai also purchased 56.06 million yuan and 335 million yuan from Moutai e-commerce respectively.

From participating in Maotai sales company to holding Maotai e-commerce, until now, the marketing company of Maotai Group has been wholly established. The channel sales of Maotai Group to Kweichow Moutai changed from a little penetration to an open "demand".

Both institutions and secondary market investors have great expectations for Kweichow Moutai to increase the proportion of direct sales. Now, the marketing company from the major shareholder has let this expectation "stillborn"?

Sharing food channels for profit?

After Maotai Group announced the establishment of a marketing company, Kweichow Moutai soon received a supervision letter from the Shanghai Stock Exchange, inquiring about the sales quota, marketing channel planning, related party transactions, decision-making procedures and information disclosure obligations of Moutai.

Kweichow Moutai seems to be ready in advance for the establishment of a marketing company by Maotai Group.

In 20 18, Kweichow Moutai reduced 437 Moutai distributors, but none of them quit in the previous two years.

In the first quarter of 20 19, the number of Kweichow Moutai dealers decreased by 533. According to the company, the number of distributors of Maotai-flavor liquor series has decreased by 494, which means that the number of distributors of Maotai liquor has decreased by 39. In more than a year, 476 dealers disappeared from the sales channels of Moutai.

Who will fill their market space after nearly 500 dealers quit? Direct selling is the top priority.

Huachuang Securities pointed out that in the first quarter, the direct sales plan of Kweichow Moutai did not land, but since April, the company's direct sales have accelerated as scheduled. The sales company under the joint-stock company leads the group purchase and the investment promotion layout of the supermarket. It is expected that group buying and supermarkets will become the main channels for direct sales of joint-stock companies, and the pace of subsequent direct sales is expected to accelerate.

In the voluminous report of the organization, increasing the proportion of direct sales is a highlight of Kweichow Moutai in the future, and this layout seems to coincide with the newly established marketing company of Maotai Group.

As mentioned above, the newly established Maotai Group Marketing Company will focus on end customers such as group buying and supermarkets. The two goals coincide, and the marketing company built by the group company with 654.38+0 billion yuan should not be a decoration. So who will give in?

There is no doubt that Kweichow Moutai is one of the best money-making machines in this market. Maotai Group and its related parties have the advantage of being close to the water and getting the moon first. From raw material procurement to cargo transportation, from brand use to downstream sales, pervasive related parties have occupied every corner of the upstream and downstream of Kweichow Moutai.

Loss related party

Kweichow Moutai released the 20 18 annual report, and also released the related party procurement announcement. The company plans to continue to purchase raw materials and transportation services from seven related parties. It is estimated that the upper limit of related party transactions is165438+500 million yuan (including tax).

Related party transactions are not a scourge, but the rationality of pricing and its influence on the independence of listed companies are one of the main concerns of the market. Moreover, from the perspective of fairness, listed companies should try their best to reduce related party transactions, rather than increase related party transactions.

As the most important cash cow of the group, the daily related transactions of Kweichow Moutai doubled. In 20 14-20 18, the total related transactions related to the company's daily operations were 722 million yuan, 924 million yuan, 27.7 10/00000 yuan, 4.902 billion yuan and 4.950 billion yuan, respectively, with an increase of 5.86 times during the period.

Since the newly-added Moutai e-commerce accounts for the largest proportion of related party transactions, even after deduction, the daily related party transactions of Kweichow Moutai are still 65.438+62.3 billion yuan, 2.476 billion yuan and 36.5438+85 billion yuan, with an increase of 34.65438+0 times in five years.

The doubling of related party transactions may be because the company has handed over more upstream and downstream business to related parties. Taking transportation as an example, in 20 18, Kweichow Moutai purchased transportation expenses from Kweichow Moutai Distillery (Group) Logistics Co., Ltd. (hereinafter referred to as "Maotai Logistics") of 65,438+72 million yuan, accounting for 72.83% of similar transactions, that is, more than 70% of the transportation was handled by Maotai Logistics.

Maotai Group holds 46% shares in Maotai Logistics, and the shareholder of renhuai city Maotai-flavor Liquor Industry Development and Investment Co., Ltd., which holds 20% shares, is renhuai city Municipal Government.

From 20 15 to 20 17, Kweichow Moutai paid 95.28 million yuan, 89.84 million yuan and 65.438+0.43 million yuan to Maotai Logistics respectively, accounting for 93.23%, 87.75% and 77.5% of similar transactions, that is to say, Maotai Logistics paid 20/kl.