Shanghai Jinlitai Chemical Co., Ltd. Announcement on the Reply to the Annual Report Inquiry Letter from Shenzhen Stock Exchange
The Company and all members of the Board of Directors guarantee that the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.
Shanghai Jinlitai Chemical Co., Ltd. (hereinafter referred to as the "Company") received the "Inquiry Letter on the Annual Report of Shanghai Jinlitai Chemical Co., Ltd." (GEM Annual Report Inquiry Letter [2026] No. 105) (hereinafter referred to as the "Inquiry Letter") issued by the GEM Company Management Department of Shenzhen Stock Exchange on May 14, 2026. The Company attaches great importance to this matter and has immediately organized relevant personnel to research, discuss, and verify the issues involved in the "Inquiry Letter" item by item. The reply to the relevant matters is as follows:
I. Regarding Risk Warning Matters
The Company's 2024 annual financial statements received a disclaimer of opinion from the annual auditor, based on issues related to inventory strategic stocking and questionable fund flows in equity investments. According to the Company's 2025 annual report, the impact of the aforementioned issues that led to the disclaimer of opinion has been eliminated.
- According to the special explanation of the audit opinion for 2024, the Company signed procurement agreements with multiple trading companies at the beginning of each quarter in 2024 and transferred funds, and then signed termination agreements at the end of the quarter to transfer the funds back, with a cumulative outflow of 931 million yuan and a cumulative inflow of 930 million yuan, and a year-end advance payment balance of 17.87 million yuan. After the funds were transferred out, the relevant trading companies transferred similar amounts to non-supplier entities around the same time, posing a significant risk of funds flowing through channels to the ultimate beneficiaries. The annual auditor could not obtain sufficient audit evidence to determine whether there was related party non-operating fund occupation and could not confirm the accuracy of relevant accounts and amounts. The summary table of non-operating fund occupation and other related party fund transactions for 2024 shows that the transaction amount with trading companies such as Ruonai Trading (Shanghai) Co., Ltd. (hereinafter referred to as Ruonai Trading) was 861 million yuan, with a cumulative repayment of 889 million yuan, and a year-end balance of 10.2261 million yuan.
According to the Company's 2025 summary table of fund occupation, the non-operating fund occupation by trading companies such as Ruonai Trading in 2025 totaled 25,083.05 million yuan, with interest of 254 million yuan. As of the end of 2025, the aforementioned funds and interest have been fully recovered. The Company believes that the relevant fund occupation situation has been eliminated. Please provide the following:
(1) Describe the fund transactions between the Company and Ruonai Trading and other trading companies in 2025, including supplier names, procurement content, procurement amounts, settlement methods, and payment details.
(2) List the specific information of suppliers for inventory strategic stocking, including establishment time, business model, interaction with the Company, business qualifications and scale, whether it matches the Company's procurement scale, and whether there are any connections or other business dealings with the Company's largest shareholder, directors, supervisors, senior management, former controlling shareholder, actual controller, and their related parties.
(3) Verify the ultimate source of funds for the strategic stocking payments recovered during the reporting period, and whether they originated from the Company or its related parties.
The annual auditor shall issue a special opinion on items (1), (2), and (3), and explain the communication with the previous accounting firm regarding the strategic stocking payments. Based on the audit plan, specific audit procedures, and audit evidence obtained during the audit of strategic stocking payment recovery in the 2025 annual report, please explain whether the obtained audit evidence is sufficient and appropriate.