*ST宝实: 宝塔实业股份有限公司备考审阅报告

Core Viewpoint - The company is undergoing a significant asset restructuring involving the acquisition of 100% equity in Ningxia Electric Power Investment New Energy Co., Ltd. through asset replacement and cash payment, which is expected to enhance its operational capabilities in the renewable energy sector [6][7][10]. Group 1: Company Overview - Baota Industrial Co., Ltd. was established with a registered capital of 98 million yuan and is listed on the Shenzhen Stock Exchange since April 19, 1996 [4][5]. - The company operates in industrial manufacturing, bearing processing, steel sales, and the production of pressure pipeline components [5]. Group 2: Major Asset Restructuring - The restructuring plan includes the exchange of all assets and liabilities, except for cash and certain investments, for the 100% equity of Ningxia Electric Power Investment Group [6][7]. - The transaction will involve the transfer of various assets such as long-term equity investments, accounts receivable, fixed assets, and intangible assets, while liabilities will include long-term loans and accounts payable [7][9]. Group 3: Financial Reporting Basis - The pro forma consolidated financial statements are prepared based on the assumption that the restructuring is completed as of January 1, 2024, and reflect the new ownership structure [8][10]. - The financial statements do not recognize goodwill or current profits due to the nature of the transaction being treated as an equity transaction under common control [9][10]. Group 4: Accounting Policies - The company adopts a 12-month accounting cycle and uses the Chinese yuan as its functional currency [12]. - The financial statements are prepared in accordance with the relevant accounting standards, ensuring a true and complete reflection of the company's financial position and operating results [11][12].