中盐化工: 招商证券关于中盐化工重大资产重组前业绩发生异常或本次重组是否存在拟置出资产情况的核查意见

Core Viewpoint - The independent financial advisor conducted a special review of the major asset restructuring of China Salt Inner Mongolia Chemical Co., Ltd. and found no evidence of abnormal performance prior to the restructuring or any attempt by related parties to evade obligations or responsibilities through this restructuring [1][2]. Group 1: Review of Obligations and Commitments - The restructuring does not involve any evasion of obligations or responsibilities by the listed company or related parties [2]. - China Salt Inner Mongolia Chemical Co., Ltd. and its major shareholders have fulfilled their commitments made since the company's listing in 2000, with no instances of non-compliance or overdue commitments identified [2][3]. Group 2: Compliance and Regulatory Review - The company has operated in compliance over the past three years, with no violations related to fund occupation or external guarantees [3][4]. - There have been no administrative or criminal penalties against the company or its major stakeholders in the last three years [4]. Group 3: Financial Performance and Accounting Compliance - The independent financial advisor confirmed the authenticity of the company's financial performance over the last three years, with no evidence of fictitious transactions or profit manipulation [5][6]. - The company's financial reports for the last three years received standard unqualified opinions from auditors, indicating compliance with accounting standards [6][8]. Group 4: Asset Impairment and Accounting Policies - The company has appropriately recognized impairment provisions for accounts receivable, inventory, and goodwill, in accordance with accounting standards [14][15]. - There have been no significant changes in accounting policies or estimates that would indicate improper profit adjustment practices [14][15]. Group 5: Asset Evaluation and Restructuring - The current restructuring does not involve any asset disposals by China Salt Inner Mongolia Chemical Co., Ltd. [15].