Q7** The necessity and authenticity of the business customer sale
According to the application documents, (1) the issuer's sales model is a direct sales model, and its downstream customers include manufacturer customers and first-class business customers, and the manufacturer customers mainly include well-known flavor and fragrance companies such as Aipu Co., Ltd., Symrise Xin, Givaudan, and food and drug manufacturers such as Weiwei King and Yinfeng Pharmaceutical; **Business customers mainly include Shanghai Shijie Biotechnology***, Shanghai Julong Spice*** and other spice merchants. (2) From 2019 to June 2022, the sales revenue of the issuer's ** business customers was 3,538210,000 yuan, 4,829020,000 yuan, 6,741540,000 yuan and 4,547230,000 yuan, accounting for the proportion of the current operating income respectively. 91% and 5056%。
(3) In the first half of 2022, Shanghai Hejia *** became the issuer's largest customer, and at the end of 2021 and June 30, 2022, Shanghai Hejia *** was the issuer's largest customer of accounts receivable; According to public information, the company is a wholly proprietorship company with a registered capital of 500,000 yuan. When the intermediary agency verifies the sales of the ** merchant's terminal, the ** merchant customer does not agree to the issuer and the relevant intermediary to visit its downstream customers; When the intermediary agency interviews the first businessman, through communication with the first business customer, the first business customer basically refuses to interview its end customers.
(1) Accuracy of sales model disclosure. The issuer is requested to explain whether there are any differences between the rights and obligations, pricing policies, logistics and transportation, return and exchange policies of the manufacturer and the ** merchant customers, and explain the reasons and reasonableness of the end customer's direct purchase through the ** merchant rather than from the issuer, and whether it is in line with industry practice; The reasonableness of the issuer's determination that the sales to ** business customers is a direct sales model rather than a distribution model, whether the disclosure of the sales model is accurate, and whether there are differences with comparable companies in the same industry
(2) Basic information of business customers. Issuer please:
Explain the basic information of the top 10 manufacturer customers and first-class business customers in each period of the reporting period, including the establishment time, equity structure, registered capital, main business, cooperation model, cooperation history, business scale, order acquisition method, the issuer's sales content, pricing policy, sales amount and proportion, gross profit margin, credit term, customer change reasons, and analyze the reasons for the large difference in gross profit margin between different customers, and the reasons for the change in revenue and gross profit margin of the same customer in different years.
Explain the settlement policy and credit term between the issuer and the **merchant customer, whether there is any difference between the issuer and the manufacturer's customer, whether there is a sales discount or rebate between the issuer and the **merchant customer, and if so, explain the rebate policy, the amount of each period and the accounting treatment; Whether the return and exchange terms between the issuer and the ** merchant customer are consistent with the manufacturer's customer, the actual return and exchange situation and the main reasons for each period are listed according to the type of customer, and whether the accounting treatment is in accordance with the provisions of the standard.
Explain the average sales scale of each layer of the merchant and the changes in the reporting period, the name, quantity, unit, sales amount, gross profit margin, ending inventory and accounts receivable amount of the new and decreased merchant in each period, and whether the selling price, settlement policy and credit term of the same product of the new merchant are significantly different from the original merchant or direct customers. Explain the specific transaction situation between the issuer and Shanghai Hejia***, including sales content, unit price, gross profit margin, etc., whether there is a significant difference with other customers, if so, explain the reasons for the difference, and explain the reasonableness of the customer's higher amount of accounts receivable and the collection of payments after the period in combination with the sales situation and credit policy.
(3) Terminal sales of ** business customersIssuer please:: Explain the basis for judging the distinction between the manufacturer's customer and the first-class merchant customer, whether there is any overlap between the manufacturer's customer and the first-class businessman's end customer, and explain the reasons and reasonableness of adopting two sales models for the end customer at the same time.
Explain whether the merchant is related to the issuer and whether there is any financial assistance provided to the issuer. Combined with the cooperation time with the main merchant, the gross profit margin of the merchant, the inventory at the end of the merchant period and the realization and authenticity of terminal sales, the authenticity of the merchant's sales is explained, and whether the merchant has any circumstances that may lead to the issuer's adjustment of business performance, such as large-scale hoarding and surprise delivery.
The sponsor institution and the reporting accountant are requested to verify the above matters and express clear opinions, and explain the verification of the issuer's main business customers and the new and reduced business customers during the reporting period, including the scope and method of verification, as well as the inventory situation of the main business customers, the general destination of the goods sold, and please explain the proportion of visits and letters, the reply rate, the main verification procedures and verification conclusions of whether the ** business customers have achieved final sales, and explain ** in combination with the above situation** Whether the verification of the authenticity of the sales revenue of the merchant is sufficient, and whether the relevant verification evidence can support the conclusion.
The sponsor institution, the issuer's lawyer and the reporting accountant are requested to verify whether there is any related relationship, related party transactions, capital transactions or other benefit arrangements between the issuer's major ** business and its controlling shareholders, actual controllers, directors, supervisors, senior management and handling personnel and the issuer and its affiliates, shareholders, employees or former employees, and issue clear verification opinions. 
Question 1**The authenticity and adequacy of the sales of business customersRespond to application documents and inquiries(1) From 2020 to 2022, the sales revenue of the issuer's ** business customers was 4,829020,000 yuan, 6,741540,000 yuan and 9,162660,000 yuan, accounting for the proportion of the current operating income respectively. 91% and 4838%, * business sales revenue continued to grow. (2) In the reporting period, the company added 28, 36 and 74 new ** business customers respectively, showing a growing trend, of which the top 10 ** business customers in 2022 redoxinc purchased from the issuer 775 tons of cooling agent products, with a sales amount of 277550,000 yuan, and the inventory at the end of 2022 is 775 tons, no final sale realized; In 2021, the issuer's top 10 new business customers, Shanghai Hejia**, and the issuer's transactions were mainly concentrated in December; At the end of 2022, the amount of inventory at the end of the business period was 513040,000 yuan, compared with the ending inventory of 2021 5750,000 yuan increased more; In addition, the issuer cooperated with the issuer soon after its establishment and became one of the top 10 largest issuers, such as Guangzhou Wuzhitang Biotechnology***, Anhui Anyang International***, Shanghai Zhixiang Import & Export, Shanghai Qingsheng Biotechnology***, etc.
In 2022, there were a total of 138 ** merchants, most of which refused to provide specific information such as the name of the end customer on the grounds that the customer information involved trade secrets, and only 17 ** merchants provided the information of downstream end customers, and the proportion of intermediaries verifying the end customers was low
(4) The gross profit margin of the issuer's sales to ** business customers is lower than that of sales to manufacturers as a whole, which is contrary to the situation of comparable company Yaxiang shares. Issuer please:
1) List the amount and proportion of the revenue of the issuer's domestic and foreign ** business customers during the reporting period, and explain the authenticity of sales to major ** business customers in combination with the cooperation background, regional distribution, cooperation years, credit status (including customer nature and customer quality), ending inventory, post-period sales and payment collection of the top 10 domestic and overseas ** merchants during the reporting period.
2) Explain the customer acquisition method and cooperation background of redoxinc, as well as the final sales of cooling agent products after the period, including but not limited to the terminal sales amount, end customer situation and payment collection; Combined with the cooperation mode with Shanghai Hejia**, the orders in hand and the specific situation of the issuer's products after the period, etc., it shows that in the absence of obvious seasonal characteristics of the issuer's industry, the reasons and reasonableness of the transactions between Shanghai Hejia** and the issuer in 2021 are mainly concentrated in December, and whether there is a situation of pressing the year-end surprise income of the goods to the **merchant. (3) Explain that in addition to Shanghai Hejia, the main business transactions in each period of the reporting period are mainly concentrated in December, including the name of the business customer, sales content, sales amount, gross profit margin, ending inventory, ending accounts receivable balance, post-period payment amount, etc., if there is a large ending inventory, analyze the specific reasons and reasonableness, and whether the sales will be realized after the period.
4) Explain the reasons and reasonableness of the issuer's inventory at the end of 2022 being much higher than that at the end of 2021, whether the inventory level of the issuer matches its stocking policy, financial strength and sales capacity, and whether there is a situation where the issuer presses and hoards goods to the merchant to recognize revenue in advance.
5) Explain the reasons and reasonableness of the first merchant to cooperate with the issuer and become one of the top ten merchants of the issuer soon after its establishment, and analyze the authenticity of the transaction in combination with the ending inventory, post-period sales and payment collection of such merchants. (6) Explain the type of final sales object of the ** merchant customer, and how to confirm the authenticity of the end customer and realize the final sale when the issuer is unable to obtain most of the downstream customer information of the ** merchant
7) Combined with the situation of comparable companies in the same industry, the profit margin of the first merchant is explained to explain the commercial rationality of the gross profit margin of the first merchant customer is lower than the gross profit margin of the manufacturer customer, and qualitatively and quantitatively analyze the reasons contrary to the situation of the comparable company, whether it is in line with industry practice.
Please ask the sponsor institution and the reporting accountant to check the above matters and give a clear opinion, and:(1) Explain the verification of the authenticity of the sales of the issuer's ** business customers, including the specific verification procedures, verification process and verification conclusions, and explain whether the relevant verification procedures can support the verification conclusions.
2) Distinguish domestic and foreign businessmen respectively to explain the correspondence and interviews with domestic and foreign businessmen, including the selection principles of correspondence and interview samples, the amount of letters, the proportion of letters, the amount of reply letters, the proportion of on-site visits, the proportion of interviews, the proportion of visits, and the proportion of visits, explain the specific reasons for the failure to reply to the letter or the inconsistency of the reply letters, and the specific situation of the customers involved, including the name of the businessmen, the transaction amount, the amount of the letter, the amount of the reply, The reason why the amount of the letter sent does not match the amount of the reply letter or the letter is not replied to.
(3) Explain the verification of the capital flow and the conclusion of the issuer and its controlling shareholders, actual controllers, directors, supervisors, senior executives, key positions and other relevant entities and **commercial customers.
Re:Explain the type of final sales object of the ** merchant customer, and how to confirm the authenticity of the end customer and realize the final sale when the issuer is unable to obtain most of the downstream customer information of the ** merchant.
(1) The type of final sales object of the business customerThe issuer's products mainly include cooling agents, natural flavors and synthetic flavors, and the products are mainly used in food and beverage, daily chemicals, tobacco, pharmaceuticals and other industries. According to the interview, the terminal sales objects of ** merchants are generally mainly daily chemicals, food production enterprises or other flavor and fragrance production and operation enterprises.
(2) How to confirm the authenticity of the end customers and achieve the final sale when the issuer is unable to obtain the information of most of the downstream customers of the first business
Under the commercial model, the issuer and the first commercial customer are in a relationship of both cooperation and competition, and the first commercial customer generally does not disclose its downstream customer situation in order to protect its own customer resources (downstream customer information is the embodiment of its key competitiveness), so the issuer cannot grasp the specific situation of the end customer and the final realization of sales. As of the date of issuance of this reply, after further communication and negotiation, a total of 28 customers have provided information on major downstream end customers, and at the same time, intermediaries have conducted penetrating interviews with some of the ** business customers who agree to interview their downstream customers and confirm whether they have achieved final sales, and the proportion of relevant verification revenue is as follows
With regard to the authenticity of the final sale, the intermediary also uses the following methods to verify:1. Obtain the customs declaration form provided by the relevant ** business
For some of the first merchants are unwilling to provide their downstream customer information, after communication, obtain part of their export sales of the customs declaration, the customs declaration form conceals the name of its customer, but retains the product name, origin, quantity, transaction time and other transaction information, in order to prove that it achieves the final sales, the specific verification ratio is as follows:
As shown above, during the reporting period, the balance at the end of the period was relatively low, and the products sold by the issuer to the merchant were basically sold to the outside world, and a small amount of inventory at the end of each period of the reporting period was also sold in a short period of time, and there was no situation where the issuer's products were hoarded or overstocked through the merchant. 3. In addition, the intermediary agency has carried out the following verification procedures for the first business:
1) Conduct correspondence, on-the-spot or interviews with first-class business customers; During the reporting period, the proportion of replies was good, and substitution tests were carried out for the samples that did not reply. In each period of the reporting period, the proportion of visits to ** merchants reached more than 70%. (2) Analyze the differences between the first merchant and the manufacturer's customers in terms of return and exchange conditions, return and exchange ratio, etc.; In each period of the reporting period, the proportion of returns from the company's first-class merchants and producer customers was low, and the difference was not large.
3) Verify the issuer's credit policy for the first business customers: In each period of the reporting period, except for some well-known business customers in the industry, long-term cooperation with the issuer and good credit standing, for the newly expanded business customers, the issuer adopts the method of payment before goods transactions, which is in line with business logic, and there is no surprise sales through the relaxation of credit policies. (4) The post-payment collection of the main ** business was tested, and whether there was any abnormality in the payment after the relevant ** business; As of August 31, 2023, except for Jiangxi Yisenyuan plant and spice *** receivables that have not been fully recovered during the unpaid period, other major ** business receivables at the end of the period have been basically recovered, and as of September 7, 2023, Jiangxi Yisenyuan plant spices *** accounts receivable at the end of the period have been recovered. For Jiangxi Yisenyuan plant spices, the payment after the period was verified, and customer interviews, end customer interviews, transactions and receivables letters, and ending inventory letters were carried out, and there was no abnormal situation in the customer's payment after the period, and the relevant transactions were true.
5) Combined with the interviews with the top 10 merchants, to understand the business scale of the top 10 merchants, during the reporting period, the issuer's sales amount to the top 10 ** merchants matched its business scale, and there was no situation where the relevant customers mainly served the issuer. (6) Obtain business communication records and other information between the issuer and major business customers, understand the background of the relevant transactions, and support the authenticity of the relevant transactions.
7) There is no abnormal situation through the analysis of income changes, gross profit margin changes, related party information verification, interviews with key business personnel of the issuer to understand the background of cooperation, detailed testing and cut-off testing. To sum up, the intermediary agency through further acquisition of the downstream customer information of the first merchant and combined with the penetrating interview of the end customer, to obtain the first merchant customer who is unwilling to provide downstream customer information to the downstream sales declaration form for alternative verification, at the same time, combined with the inventory details provided by the merchant customer, the letter to the merchant customer and the visit procedure, the return and exchange of the merchant customer, the credit policy, the payment after the period, the matching of the business scale and the sales amount, the deadline test, the detail test, Gross profit analysis and flow verification procedures, and the relevant verification evidence obtained can confirm the authenticity of the issuer's ** business customers to achieve terminal sales.
8. Verification procedures and conclusions of intermediary agencies(3) Explain the verification of the authenticity of the sales of the issuer's ** business customers, including the specific verification procedures, verification process and verification conclusions, and explain whether the relevant verification procedures can support the verification conclusions.
1. Obtain the information of the main downstream end customers provided by the ** merchants, and at the same time, the intermediary agencies have conducted penetrating interviews with some of the ** business customers who agree to interview their downstream customers and confirm whether they have achieved final sales, and the proportion of relevant verification revenue is as follows:
2. Obtain the customs declaration form provided by the relevant ** businessmenFor some of the first merchants are unwilling to provide their downstream customer information, after communication, obtain part of their export sales of the customs declaration, the customs declaration form conceals the name of its customer, but retains the product name, origin, quantity, transaction time and other transaction information, in order to prove that it achieves the final sales, the specific verification ratio is as follows:
3. Obtain the inventory of the issuer's products purchased by the first merchant customerObtain the closing balance of the products purchased by the main ** merchants from the issuer, and verify the closing balance of the ** merchants and the external sales of the reporting period in combination with the interviews with the ** merchants, and the specific verification situation is as follows:
As shown above, during the reporting period, the balance at the end of the period was relatively low, and the products sold by the issuer to the merchant were basically sold to the outside world, and there was no situation where the issuer's products were hoarded or overstocked through the merchant. 4. In addition, the sponsor and the reporting accountant have carried out the following verification procedures for the ** business
1) Conduct correspondence, on-the-spot or on-site interviews with the first business customers, and through the interviews, understand the basic situation and business conditions of the first business customers, the relationship between the first business customer and the issuer and the cooperation model, the first mechanism, the terms of the time point of the transfer of ownership of the goods, the return terms, etc., the downstream sales situation under the ** business model, and whether the company and the first business have potential and substantial related party relationships.
In each period of the reporting period, the proportion of letter confirmation of income of ** business reached more than 85%, the proportion of reply letter reached more than 90%, and alternative tests have been carried out for samples that have not replied; In each period of the reporting period, the proportion of visits to ** merchants reached more than 70%.
2) By obtaining the company's return and exchange details during the reporting period, and combining with the verification of the sales contracts of the main merchants, analyze the differences between the first merchants and the manufacturer's customers in terms of return and exchange conditions, return and exchange ratio, etc.; In each period of the reporting period, the issuer's returns and exchanges to ** merchants and manufacturers are as follows:
As shown in the table above, the proportion of returns from the company's top merchants and producer customers is low, and the difference is not large. (3) Verify the issuer's credit policy for ** business customers
During the reporting period, the credit terms of the top 10 ** business customers are as follows: