虎嗅

State-owned enterprise trade: No upfront capital investment, only a profit of 1-5 yuan per ton. Why does a state-owned company with listed shares still have 170 million yuan in unpaid receivables?

原文:国企贸易不垫资、每吨只赚1元、5元,一国有上市公司为什么还有1.7亿款项没有收回来?

Summary of Key Points

The Yuxi Coal Storage and Distribution Center, a subsidiary of Henan Dayou Energy, engages in a coal trading model where both the purchase and sale transactions are conducted by third parties. The downstream party makes the payment first, which is then transferred to the upstream party, allowing the center to earn a fixed profit margin of 1-5 yuan per ton. Initially, it was thought that this approach eliminated the risk of capital investment, but when the upstream party breached the contract and failed to deliver the goods, the downstream party sued for a refund. The storage and distribution center was unable to repay the debt, forcing the listed company Dayou Energy to step in and cover the losses. This incident exposes the hidden risks associated with this type of "channel trading": not investing capital does not mean no responsibility. Misaligned roles, inadequate risk control on the upstream side, and the transmission of responsibilities to the parent company all contribute to what seems like a safe business turning into a costly mistake.

Detailed Analysis

1. Not Investing Capital Does Not Mean No Risk: The Downstream Payment Becomes a "Trust Bet"

Many people mistakenly believe that paying first ensures safety, as they are not using their own money. However, when the storage and distribution center transfers the funds to the upstream party, it assumes a debt obligation towards them—essentially betting on the upstream party's ability to deliver the goods. If the upstream party fails to fulfill its obligations (e.g., due to a mine shutdown or financial issues), the center must repay the downstream party, as the contract was signed with them and they are the direct party of interest. For example, in one case, the center paid 90 million yuan to Danchen Supply Chain (a newly established company controlled by an individual) that failed to deliver the goods, resulting in the center bearing the loss. The risk lies not in investing capital but in entrusting it to an unreliable party.

2. Misaligned Roles: Perceived as a "Channel," but Actually Bearing the Blame

The storage and distribution center believes it is merely an intermediary earning a small profit, with the upstream party being responsible for any issues. However, legally, it is considered the "seller" in the contract. For instance, the 60 million yuan from Longyan Guotou was intended for the center, and since the contract was signed with it, the downstream party would seek repayment directly from the center. Attempts by the center to shift responsibility through a "four-party settlement agreement" were unsuccessful, as the center is legally obligated to refund the funds. This misperception of its role as merely a intermediary can be very dangerous in channel trading, as it makes it the ultimate bearer of responsibility.

3. Downstream Parties' Overreliance on State-Owned Enterprises (SOEs): Trusting in Credit Without Verifying Supply

Downstream companies, such as Longyan Guotou, are willing to make large upfront payments due to the credit of the SOE backing the storage and distribution center. However, they fail to verify whether the center actually has control over the supply. Longyan Guotou was aware that the coal was not produced by Dayou Energy and that the upstream party (Zijin Energy) had poor credit, yet it still relied on the center for assurance. When the upstream party breached the contract, Longyan Guotou had to file a lawsuit, incurring significant costs and losing its business opportunities. This highlights the importance of verifying the supplier's ability to fulfill its obligations, regardless of their status as an SOE.

4. Risk Transmission: The Subsidiary's Problems Affect the Parent Company

As a subsidiary without independent legal personality, the storage and distribution center's debts are directly transmitted to the parent company. This can have serious consequences, such as the court freezing both its accounts and those of Dayou Energy's headquarters (95.8 million yuan), impacting the company's cash flow, financial statements, and stock price. For investors, this discovery of unexpected debts and lawsuits can lead to a drop in the stock price. For the company itself, covering the subsidiary's debts erodes profits and damages its reputation. It highlights that the risks associated with SOE subsidiaries ultimately fall on the parent company, requiring both investors and management to be cautious.

Lessons Learned

Avoiding capital investment may reduce the risk of funds being tied up, but it does not eliminate the risks of contract fulfillment, ownership of goods, and legal responsibilities. In trading, it is crucial to consider not only where the money comes from but also who it is given to, where the goods are located, and one's own role in the transaction. For SOEs, acting merely as an intermediary for a small profit should not lead to neglecting their responsibilities. Downstream parties should not rely solely on the credit of SOEs without verifying the actual supply chain. Otherwise, what seems like a safe business can turn into a costly failure.