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牛散钟幸华征集股东代理权 拟改组*ST九有董事会

Niu Shan Zhong Xinghua solicits shareholder agency rights to restructure*ST Jiuyou's board of directors

证券时报 ·  Nov 4, 2019 03:00

After a series of sharp falls last week, * St Jiuyou (600462) closed last Friday with a stock price of only 1.12 yuan and a market capitalization of only 598 million yuan, and the risk of delisting is increasing. Niu Sanzhong Xinghua said in an exclusive interview with a reporter from the Securities Times e company on November 3 that he wanted to solicit the agency rights of minority shareholders in order to stop the infighting and reshuffle the board of directors in order to prevent the delisting of * ST9.

Solicitation

At present, the delisting crisis facing * ST9 comes from two aspects. One is the infighting between the current management and the subsidiary Runtai supply chain. Runtai supply chain once accounted for 82% of the business of listed companies, because it did not cooperate with the accounting review last year, resulting in last year's annual report being issued with non-standard reservations. If there are non-standard reservations for two consecutive years, the listing will be suspended, and now there are only two months to the end of this year.

Zhong Xinghua said that he was once regarded as a mediator between the two sides, but more than a year later, the contradiction was deeply rooted and could not be adjusted, and if there was no external force, it would be very difficult to change in the future.

Another crisis is because of the stock price. At present, the stock price of ST9 has a distance of 1 yuan as long as it falls by the limit of two and a half yuan, and there has been a panic sell-off last week, that is, there is no confidence in the future trend. "once confidence goes wrong, it's hard to stop falling." Zhong Xinghua said.

In the last year, a large number of companies have been delisted because they fell below the issue price. * ST Shencheng (000018) shares closed for 20 consecutive days at the same time lower than the par value of the shares (that is, 1 yuan). The company's shares were suspended from trading on October 31, and after Zhonghong shares were delisted in October last year, this year * ST Eagle, * ST Huaxin, * ST Holdings have been delisted one after another.

If you solicit an equity commission that accounts for 10% of the total share capital, you can apply for a general meeting of shareholders. Zhong Xinghua hopes to collect 20%, so that you will have a say when voting in the future. "if there are not so many commissions solicited at that time, it will stop here and will not proceed any more."

Zhong Xinghua said that because time is very tight now, it is not only necessary to collect enough principal and agent rights, but also fast enough to apply for a shareholders' meeting 15 days in advance. If the board of directors does not hold a shareholders' meeting, it will have to pass the board of supervisors. If the board of supervisors is not convened, it will take a long time to convene on its own.

Zhong Xinghua said that there are minority shareholders who have suffered losses around him, and now that minority shareholders have begun to entrust him, he will solicit entrustment rights with his Shenzhen Jun-share investment partnership as the main body.

Even if the commission power is successfully solicited and the shareholders' meeting is held, it does not mean that it can be successful, just to keep the opportunity in A shares. Zhong Xinghua said that if the shareholders' meeting is held successfully, the interests of all parties will be fully considered. including the current major shareholders and the Runtai supply chain side. He said he was full of confidence in restructuring the board of directors and had participated in a number of activities to protect the rights of ST listed companies in the past.

"the largest shareholder has only 20% of the equity, and we should not burden the remaining 80% of investors just because there is something wrong with the largest shareholder." Zhong Xinghua said.

Dilemma

Zhong Xinghua said that Runtai supply chain and * ST9 have been in conflict for more than a year, and the two have fought two lawsuits. One of them is that Runtai supply chain sued * St Jiuyou. When * St Jiu acquired 51% of the shares in Runtai supply chain, only half of the equity transfer was paid. I hope the court ruled that * ST9 paid the remaining transfer money, and * St Jiuyou sued that Runtai supply chain did not cooperate with shareholders' right to know. At present, the two sides are still in the process of litigation.

The conflict between the two sides is deep-rooted, and the flashpoint came on August 27, 2018, when Han Yue, an actual accused of * ST9, was criminally detained by the Fengxian Branch of the Shanghai Municipal Public Security Bureau on suspicion of illegally taking public deposits, and the subsidiary Runtai supply chain was caught in a debt crisis. bank accounts are frozen and the company is closed, unable to continue business.

The two sides blamed each other. * ST9 thought that Runtai supply chain did not achieve its business objectives, while Runtai supply chain thought that there was something wrong with the real controller of * ST9, which affected itself. * ST9 has a financial guarantee of more than 300 million yuan for Runtai's supply chain. * ST9 is hopeful that the other party will repay the debt and lift the guarantee. Runtai supply chain shareholders require * ST9 to pay the remaining equity transfer.

The two sides have prejudice against each other and lack the basis for communication.

* ST9 has not been able to obtain Runtai supply chain financial data since September 2018, and as of the end of the third quarter of this year, * STJiuyou is still unable to obtain Runtai supply chain financial data. Gao Wei, a legal person in Runtai supply chain, has not returned from abroad at present.

* ST9 currently has three assets. In 2017, Han Yue joined * STJiuyou. Runtai supply chain was acquired in 2017. In November 2018, the office space of Runtai supply chain is no longer working, and the door is locked and cannot be entered.

Zhong Xinghua believes that at present, this asset is beset with difficulties, and measures should be taken quickly to avoid dragging down listed companies.

Another important asset is Boris, which was acquired by a major asset restructuring related party transaction in September 2015. at that time, * Jiuyou shares were also referred to as "Stone Paper". Boris fulfilled its performance commitments in the previous three years, but suffered a big loss in 2018. In July this year, * ST9 announced that production of its main production line had been suspended.

Another asset is the public relations company Hannoruiya, which began to be included in the consolidated statement at the beginning of the year. It is the most benign asset at present, but its annual profit is only a few million yuan.

Zhong Xinghua once became famous for investing in St shares and was accurately bottomed by ST's alcoholic liquor (000799) and Zhenxing biochemical (000403). He claimed to be a long-term investor and held Zhenxing biochemical for 7 years.

The translation is provided by third-party software.


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