Jiaotong Construction Co., Ltd. (603815.SH) plans to invest in the coffee bean business was questioned: Is it prudent and reasonable for the joint venture to cooperate late

Zhitong Finance App News, Jiaotong Construction Co., Ltd. (603815.SH) announced that the company received an “Inquiry Letter on Matters Related to Foreign Investment of Anhui Communications Construction Co., Ltd.” from the management of companies listed on the Shanghai Stock Exchange.

On January 7, 2025, the company submitted an announcement stating that it plans to invest 80 million yuan to establish Shanghai Yegasefin Industrial Development Co., Ltd. in a joint venture with the Shanghai Ethiopian Enterprise Management Center (limited partnership) (Shanghai Esse for short) to engage in coffee bean import trade and related business. The Shanghai Stock Exchange requires the company to verify and further disclose relevant information:

1. According to the announcement, the joint venture in this investment, Shanghai and Ethiopia, has pledged an investment of 20 million yuan. The joint venture was established on May 13, 2024, with a registered capital of 100,000 yuan. The company claims that the joint venture's coffee bean export business in Ethiopia has channel resource advantages, and the management team has been operating coffee and other chain brands for many years. The company is requested to: (1) further disclose the background of the joint venture and management team, as well as the specific channel resource advantages and operating experience, explain the reasons and rationality of the joint venture's short establishment time and low registered capital, and further explain whether the company's cooperation with the joint venture is prudent and reasonable; (2) explain the specific source of the joint venture's investment capital and whether the joint venture has a relationship or other interest arrangement with the actual controller of the company; (3) Further disclose the company's research and feasibility research work on this investment, analyze the current coffee bean import and related industry chain industry situation, and explain whether the company has carried out relevant developments in the coffee bean import and related industry chain The business personnel reserves, technology, resource allocation, etc. evaluate the viability and prudence of the company's current investment, and fully indicate the risks.

2. According to the announcement, Bing Fang Longjie will carry out follow-up operations as a team member in Shanghai and Ethiopia, and plans to serve as the first chairman of the investment target. The company is requested to further disclose: based on Long Jie's professional background, explain the reasons and necessity of inviting him to participate in this investment, verify whether he has committed illegal acts in the early stages, and assess whether he is suitable for positions such as chairman of the board of directors of this investment.

3. Recently, the actual controller of the company was administratively punished due to capital occupation and other reasons. The proposed investment to import and sell coffee beans will cause the company's capital to flow overseas. The company is requested to further disclose the specific development model of the coffee bean import business, list the main suppliers and customers that intend to carry out the coffee trade business, and verify whether there is a relationship or other interest arrangement with the actual controller. Independent directors of the company are invited to express their views on this issue.

4. Currently, the company's balance ratio exceeds 75%, and the net cash flow from operating activities in the first three quarters of 2023 and 2024 is continuously negative. The company is requested to further disclose: Based on the company's debt ratio and cash flow from operating activities, as well as the capital requirements of the current investment business, to analyze the impact of this investment on the company's liquidity arrangements and whether it will affect the daily operation of the company's main business.

5. Prior to the disclosure of this announcement, the company's stock price had increased significantly, and about 60.82% of the company's shares held by the company's actual controller and their concerted actions were pledged. The company is requested to further disclose: (1) the specific planning process, important time points, and relevant personnel involved in this investment, as well as the recent stock trading situation of the controlling shareholders and actual controllers, company directors and supervisors, cooperating partners, and other relevant parties, to explain whether insider information was leaked early; (2) indicate whether there were situations where foreign investment matters were used to speculate on stock prices.