Inquire about matters involved in audit qualified opinions, etc.
In the inquiry letter, the Shanghai Stock Exchange noted Zhongtian Energy's audit reservations, negative internal control opinions and matters related to performance correction. Zhongtian Energy provided 30% bad debt reserve for accounts receivable of Taizhou Huitong Gas Mailbox Company, amounting to RMB 88,246,5438+065,438+000,000. The annual report and the reply of the previous inquiry letter show that the provision for bad debts of accounts receivable is mainly due to the fact that the company failed to provide customers with guaranteed supply capacity, and stopped cooperation at the beginning of 2065,438+08, and the subsidiaries failed to negotiate with each other many times, so the provision for bad debts was set aside at 26,472,300 yuan.
The Shanghai Stock Exchange requires Zhongtian Energy to make supplementary disclosure: the basic situation of Taizhou Huitong and the shareholding structure diagram, clearly indicating whether it is related to the company; When the company signed the business contract with Taizhou Huitong and the main terms of the contract; Up to now, what measures will be taken to recover the above accounts in the future; The audit opinion shows that the company failed to provide the specific basis for this accrual ratio. Please supplement the basis and rationality of the above-mentioned accrual ratio and whether the previous accrual is sufficient.
The Shanghai Stock Exchange also made a comprehensive inquiry about the impairment of the company's goodwill. According to the annual report, during the reporting period, the company took the results of the income method test as the basis for the impairment test of Huafeng Zhongtian's goodwill, and there was no impairment after the test, while the prediction assumption based on the income method was that Huafeng Zhongtian LNG receiving station was successfully completed and put into operation. In addition, Zhongtian Energy fully depreciated the goodwill of Wuxi Dongzhini Gas Co., Ltd., a wholly-owned subsidiary, by 4,865,438+076,900.
Shanghai Stock Exchange requires Zhongtian Energy to explain whether the calculation basis and process of the above goodwill impairment loss meet the requirements of accounting standards; Whether the previous year's goodwill impairment test process is sufficient, whether the previous period's provision is sufficient, and what major changes have taken place in its operation during the reporting period, resulting in the full provision of goodwill impairment loss in the current period but no provision of goodwill impairment loss in the previous period; Whether it is reasonable to accrue the impairment loss of goodwill in full without employing an appraisal agency for appraisal, and whether there is subjective and arbitrary judgment.
Regarding the company's ability to continue to operate, the Shanghai Stock Exchange requires Zhongtian Energy to make supplementary disclosure: whether it is facing the deterioration of its operating conditions, whether it is possible to repair its ability to continue to operate, and whether the company has practical measures to deal with the deterioration of its operating conditions.
The quarterly data are different from those previously disclosed.
In addition to no obvious improvement in the performance of the first quarterly report, the Shanghai Stock Exchange also noticed that Zhongtian Energy's performance fluctuated significantly in seasonal. According to the annual report, during the reporting period, the company's quarterly net profit attributable to its mother was 6.5438+0.33 million yuan, 3.65438+0.00 million yuan, 65.438+0.90 million yuan and-947 million yuan respectively, and the net cash flow from operating activities was-249 million yuan, 269 million yuan,-359 million yuan and 65.438 million yuan respectively.
Zhongtian Energy explained in reply to the inquiry letter about the revision of the previous performance forecast that due to the tight cash flow, it is expected that the provision for asset impairment will increase, and at the same time, due to the continuous decline in the sales price of natural gas in Canada throughout the year, the depreciation cost will increase significantly. The Shanghai Stock Exchange requires the company to make supplementary disclosure based on its own business model, price fluctuation of main products, industry competition pattern, historical period and other factors: combined with price changes and the proportion of natural gas sales in the company's main business, it explains the reasons and rationality of the company's operating income decline in each quarter in the first three quarters is relatively small, and it dropped sharply in the fourth quarter and turned negative; The reason and rationality of the sharp decline in net profit of returning to the mother when the company's operating income decreased relatively little in the second quarter; The reason and rationality of the slight year-on-year increase in net operating cash flow in the second quarter when the company's net profit returned to its mother fell sharply.
For the difference between the quarterly data and the previous disclosure, the Shanghai Stock Exchange requires Zhongtian Energy to supplement the explanation: the corresponding subject and difference amount of the difference, and explain the specific wrong items and reasons of the offset amount of oil products merger; When did the company discover the above data differences and whether it fulfilled its information disclosure obligations in time; Whether there is any subjective intention to cause the above amount difference, and whether there is any adjustment of income and performance in the previously disclosed periodic report data.
Zhongtian Energy's performance before the acquisition failed to meet expectations and was also inquired by the Shanghai Stock Exchange. According to the annual report, the operating income of Nova and Longrun, which acquired overseas oil and gas assets in the early period of the reporting period, was 88 million yuan, 65.438+65.2 million yuan, and their net profit was-0./kloc-0. 0 billion yuan and-275 million yuan, respectively.
The Shanghai Stock Exchange requires the company to make supplementary disclosure: in the report on major asset restructuring and acquisition, list the predicted value of the performance over the years when evaluating the equity value of the underlying assets, and compare the actual performance of the current period to explain the main reasons why the actual operating performance of the underlying assets did not meet the expectations at the time of acquisition; After the reorganization, the target performance completed the previous performance commitment during 20 15-20 17; In the case that the actual operating performance of the underlying assets is less than expected, the company still announced on 20 18 the reasons and rationality of its plan to acquire the remaining minority shares of Xinxing and Longrun domestic shareholding platforms.
Suggested debt structure and liquidity risk
Zhongtian Energy Annual Report shows that at the end of the reporting period, the company's total assets1491500 million yuan, total liabilities of 9.256 billion yuan and asset-liability ratio of 62.06% were relatively high.
In terms of debt structure, at the end of the reporting period, the company borrowed 3.277 billion yuan in short-term loans, accounting for 3.04 times of the total monetary funds and 26.64 times of the total unrestricted monetary funds, of which the overdue short-term loans totaled 387 million yuan. At the same time, at the end of the reporting period, notes payable amounted to 670 million yuan, and non-current liabilities due within one year amounted to 46 million yuan. The company's current ratio and quick ratio are as low as 0.8 1 and 0 respectively. During the reporting period, the company's financial expenses amounted to 35,654.38 billion yuan, a year-on-year increase of 25.66%, and the overall financial burden was heavy.
The Shanghai Stock Exchange requires the company to make supplementary disclosure: the repayment arrangement of the above short-term debt and the source of repayment funds. At present, some debts cannot be repaid in time, which has a significant adverse impact on the company's production and operation; At present, the company is facing great debt repayment pressure. What measures will be taken in the future to reduce financial leverage and resolve liquidity risks? Is there any follow-up improvement plan or arrangement for the financial cost burden caused by high debt structure?
In addition, the Shanghai Stock Exchange also inquired about other real estate accounting information. According to the annual report, at the end of the reporting period, the company stopped recognizing the bills receivable that had been endorsed or discounted on the balance sheet date and had not yet expired, amounting to 654.38+69 billion yuan, all of which were bank acceptance bills. The Shanghai Stock Exchange requires the company to make supplementary disclosures: the transaction background, the receivable object, whether there is recourse, the object of bill discount or endorsement, and the use of funds.
Regarding the problem that the funds raised in the early stage cannot be returned after temporarily replenishing the working capital, the Shanghai Stock Exchange requires the company to supplement the specific purpose and actual flow of the funds raised by temporarily replenishing the working capital, and check whether there are any violations of laws and regulations such as direct or indirect misappropriation and occupation. If there is such a situation, explain the person responsible for the incident; The company temporarily announced that because some special accounts for raised funds were frozen by the court, there is a risk of freezing or transferring the funds returned to the above accounts. Please specify whether the above funds can not be repaid in time when the risk of account freezing is eliminated. If yes, please explain the reasons; Supplementary disclosure of the remedial and rectification measures to be taken by the company in the future.