Is there commercial bribery or benefit transmission?Sailis 2 & Create IPO IPO Question

On July 19, 2022, Syynes Environmental Protection Co., Ltd. (hereinafter referred to as "Synes") responded to the second round of the IPO IPO in Science and Technology Board.

Picture source: Shanghai Stock Exchange official website

In the second round of inquiries, the Shanghai Stock Exchange mainly focused on 10 issues including Sailis's operational services, account receivables, customer concentration and pharmaceutical sales, bidding compliance, technical cooperation, core technology, market status, internal control.

Regarding the bidding compliance, the Shanghai Stock Exchange requires the issuer to explain: (1) Public bidding, invitation bidding, competitive negotiations, the specific proportion and amount of single source procurement, and the performance of contracts; In the case of performance, whether there is a violation of the relevant situation of the contract to obtain the contract, the amount and implementation of the specific contract, combined with the relevant identification situation to explain whether the contract is invalid and the risk of being revoked. The specific impact of performance; (2) whether the issuer has illegal subcontracting and illegal transfer, if so, please combine the effectiveness of the contract and perform the quantitative analysis of the status; Directors and executives who have worked are mainly responsible for promoting Zijin mining -related customers, and whether they are rewarded for the promotion of Zijin mining related customers in accordance with business practices; (4) Qiu Jiang's specific situation of promoting and developing customers. Whether Fangwai has developed other customers, whether the development of Zijin Mining and its related parties is legally compliant, whether there is commercial bribery or benefit transmission; The proportion of this type of business analyzes the fairness of the pricing according to the comparative business comparative business; in each period of the reporting period, the issuer's receivable and repayment of Zijin Mining will be overdue; (6) The issuer is Zijin Pharmaceuticals The solution or specific areas provided by the provided, whether this technology or product is promoted and explained in other customers, obtaining orders, contracts, and explaining; combined with the cooperative relationship between the two parties, the stability and future sales trend of the publisher and Zijin mining room business are analyzed Essence

Syynes replied that during the reporting period, the contract signed by the issuer and the client has been fulfilled or is being fulfilled normally, and there is no dispute or dispute in the performance of the main project contract.

In summary, in accordance with relevant laws and regulations: 1) Only engineering construction projects in China and exceeding a certain amount are projects that must be bidded; 2) Those who can be selected can invite bidding; 3) In the case of irreplaceable patents or proprietary technologies, bidding may be performed; If the conditions, the bidding of construction can be performed without construction; The design and construction business covered in the contract can no longer determine the subcontracting unit through public bidding; 7) Government Procurement Law and other relevant regulations.

During the reporting period, the issuer mainly obtained the customer project orders through public methods such as public bidding, inviting bidding, competitive negotiations, inquiries, single -source procurement, etc., or inquiries and prices through business negotiations. After completion or being performed. Although there are three projects in the reporting issuer that have not fulfilled the bidding procedure and did not fulfill it, the project has been fulfilled, and the income amount is small, and the proportion of revenue for each period of the reporting period is small. It is confirmed by relevant customers that the contract signed by the two parties is legal and valid, there is no risk of invalid or cancellation of contracts, no disputes or potential disputes, so it will not have a significant impact on the issuer's production and operation.

The issuer's main business is mainly divided into three major businesses: comprehensive solutions for heavy metal pollution prevention and control, pharmaceutical sales, and operational services. Among them, subcontracting service procurement will be performed in the solution business. The issuer's EPC and PC solutions involve environmental protection engineering construction and equipment installation. During the business implementation process, such as anti -corrosion treatment, fire protection, etc. need to entrust a subcontractor with professional qualifications; Simple auxiliary labor operations such as demolition are mainly commissioned to a subcontractor with corresponding construction labor qualifications.

During the reporting period, the issuer does not have the illegal subcontracting of environmental protection projects that will be undertaken. Although the issuer has some labor subcontractors that have not yet handled the construction labor qualifications, the "Administrative Measures for the Investigation and Investigation of the Confirmation and Contracting Illegal Acts in Construction Engineering" (Article 12, January 2019) The situation, and the national policy has gradually relaxed the labor qualifications of construction enterprises, and the issuer does not have the case of illegal labor subcontracting due to the requirements of avoiding qualifications; and, the customers of the main projects during the reporting period have issued confirmation of consent subcontracting. document. During the reporting period, the issuer has formulated internal control systems such as the "Administrative Measures for the Supplier" and strengthened the management of subcontractors; the issuer's executive administrative organ in charge of Hunan Provincial Housing and Urban -Rural Development Department also issued legal certification documents. Therefore, the above situation will not have a significant impact on the issuer's production and operation.

Qiu Jiangchuan is nominated by Zijin Capital and recommends the director and executives who work in the issuer. His job is responsible for promoting the issuer's starting listing. In addition to doing his job, Qiu Jiang Chuan is also in charge of marketing three. The ministry has achieved a major breakthrough in the promotion and application of the core technology of the issuer in Zijin Mining. It won the 2018 General Manager Special Award. Written confirmation. Therefore, Qiu Jiang has won the 2018 General Manager's Special Award, which is in line with relevant laws and regulations, the issuer's company system and related business practices. The three marketing of Qiu Jiang and its in charge of the heavy metal pollution prevention business of Zijin Mining and its subsidiaries complies with the provisions of relevant laws and regulations. There is no situation of commercial bribery or benefit delivery.

During the reporting period, the issuer's overall gross profit margin sold by Zijin Mining subsidiaries does not have an abnormally high situation. The issuer provides customers with heavy metal pollution treatment services, and adopts a highly customized service method, resulting in the gross profit margin between projects cannot be directly compared. Due to the low gross profit margin of some comprehensive solutions and operational services, due to the low gross profit margin of special reasons, the issuer's sales gross profit margin to Zijin Mining subsidiaries directly led to the overall sales gross profit margin of Zijin Mining subsidiaries during the reporting period. Zijin customer. The issuer's sales of Zijin Mining have fulfilled public procedures for inviting bidding and competitive negotiations in accordance with the law, as well as market inquiry and price comparison through business negotiations. The business cooperation between the two parties is reasonable.

In response to the affiliated transactions with Zijin Mining subsidiaries, the issuer has also fulfilled the necessary decision -making procedures. In addition, Zijin Mining has issued a written document, promising "to avoid the necessary related related transactions between the environmental protection of Selins and its subsidiaries. In the same way, in accordance with the principle of fairness, fairness, and equivalent, the transaction price will be determined in accordance with the recognized reasonable price of the market "and confirms that" related transactions are necessary, fair, there are no disputes or potential disputes, there is no commercial bribery, improper interests Exchange or improper competition, interest transportation, etc. "."

Therefore, the issuer provides heavy metal pollution prevention services for Zijin Mining subsidiaries, which has normal and reasonable business reasons, reasonable pricing, and fair prices.

As the issuer and Zijin Mining's subsidiaries cooperation cooperate, the accounts receivable have also increased accordingly.

Among them, the overdue amount of account receivables at the end of the reporting period is not large. The main reason for the overdue of some accounts receivables is that on the one hand, Zijin Mining is a large -scale transnational mining group listed company with strict internal control. The company's external payment requires the final approval of the group company, resulting in a long payment process; on the other hand, the settlement time of Zijin Mining project is long after completion. Among them, Zijin Mining has higher requirements for the project settlement data. The warranty voucher, including all important parts, also needs to be provided completely, and also affects the payment time to a certain extent, so overdue situations have occurred.

During the reporting period, the issuer's post -period was better. There was no dispute between the issuer and Zijin mining, and there was no malicious occupation of the issuer's funds in Zijin Mining. In addition, the issuer has established and improved various internal control management systems, and has increased the collection of accounts receivables in daily operations to ensure the company's long -term healthy development.

A total of 1 solution provided by the issuer to Zijin Mining has applied a total of 1 heavy metal wastewater treatment and reuse core technology, the core technology of 2 items of dirt -acid resource management, and a arsenic -containing hazardous waste ore solution technology. Except for selective adsorption recycling and recycling scattered metal technology, the issuer has applied for and obtained patent authorization in recent years. The Duobao Mountain Copper Industry Project is the first industrial application of the technology in the process of molybdenum smelting. Promotion and application. Due to the different situations of heavy metal pollutants and the specific needs of customers, the issuer provides heavy metal pollution prevention services in order to provide customers with non -ferrous metal enterprises. There are many differences in technology and process modules that are the same technology.

The issuer has normal and reasonable business reasons for Zijin Mining to provide heavy metal pollution prevention services. The business cooperation between the two parties will be necessary. In the future, the two parties will continue to cooperate in the field of heavy metal pollution prevention. The issuer's sales of Zijin Mining have fulfilled public procedures for inviting bidding and competitive negotiations in accordance with the law, as well as market inquiry and price comparison through business negotiations. The business cooperation between the two parties is reasonable. In addition, the overall gross profit margin of the associated sales of Zijin Mining subsidiaries during the reporting period does not have an abnormally high situation, and there is no situation of using related transactions, transportation profits and commercial bribery.

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