it is beyond logic and above reason! Does the invisible tycoon actually control this 100 billion-level city firm? Once under the command of the "HNA Department", now that shareholder information changes frequently, what is the truth?
A year after the storm of concentrated withdrawals by depositors caused by rumors, the shareholder camp of Yingkou Coastal Bank (hereinafter referred to as "Coastal Bank") in Liaoning has quietly changed.
Since September, five corporate shareholders holding less than 100 million shares in the bank have successively completed industrial and commercial changes. the wholly-owned shareholders have been replaced by a single natural person by the bank's other three private enterprise shareholders-Huajun holding Group (hereinafter referred to as "Huajun Group"), Shenyang Aohai Culture, Liaoning Fubon Culture, the latter's actual shareholding in coastal banks has also increased to 18.1%, 18.4% and 12.35%, respectively.
It is worth noting that there is a close relationship between the actual controller of Aohai culture and Fubon culture and Huajun Group and its actual controller Meng Guangbao, and there is also a lot of overlap in industrial and commercial contact numbers and mailboxes. Coupled with a number of close contacts among the shareholders of the coastal bank, Meng Guangbao and the "Hua Jun system", where he is at the helm, may actually control about 63% of the bank.
According to the annual report disclosed by coastal banks in April this year, "Hua Jun" has won most of the seats of shareholder directors and supervisors. However, both the annual report and the rating reports issued by the rating agencies made it clear that the bank had "no actual controller".
Retroactively, it can be found that Huajun and its closely related enterprises first bought shares in the bank in 2014. Since then, there have been many "coincidences" before and after each increase, accompanied by the expansion of "Huajun" in the capital market.
On the one hand, it is known by the outside world as the invisible tycoon in Liaoning because of its low-key and mysterious style for a long time, and on the other hand, it is labeled as a "fierce man of capital". What else will happen when Meng Guangbao actually controls a 100 billion-level city business?
The former "HNA Department" bank
The Coastal Bank, established in December 2010, is a city commercial bank initiated and set up by nine enterprises, including HNA Group, on the basis of four local urban credit cooperatives, with an initial registered capital of 1.5 billion yuan. Among them, HNA Hotel Holdings Group directly holds 300 million shares in coastal banks, while China Business Wealth financing guarantee holds 72 million shares on behalf of HNA.
At the same time, Shaanxi Dongling Industry and Trade Group and Shanghai Hengjia American Union hold 270 million shares and 108 million shares respectively. The two companies have no direct relationship with the "HNA Department" in terms of equity, but they have entered and left the same financial institutions with the latter several times, and are suspected to be the concerted actors of the "HNA Department".
Based on this calculation, the shareholding of coastal banks controlled by the "Navigation Department" at that time may have reached 50%, 18 percentage points higher than that of local state-owned assets. Therefore, after its establishment, coastal banks are often regarded as an important part of the financial territory of this large private capital group.
At the end of 2018, coastal banks completed a round of capital increase, the registered capital increased to 2.05 billion yuan, and the number of shareholders increased to 17. Among them, HNA Hotel Holdings Group, China Business Wealth financing guarantee, Shanghai Hengjiamei holding stock number remains unchanged, Shaanxi Dongling Industry and Trade Group will clear all its shares before capital increase.
Among the other shareholders, except for the coastal industrial logistics base in Yingkou, which holds 4.7% of the shares, they are all local private enterprises in Liaoning. Among them, Huajun Group, Fubon Logistics (later renamed Fubon Culture) and Jinshi Yali Coatings hold 13.9%, 8.05% and 4.9% shares of the bank, respectively, with more than 100 million shares.
In addition, Yingkou Contemporary Group and Zhongsheng Automotive supplies Manufacturing hold 4.8% respectively, Baotongda property and Oke Decoration hold 4.7% and 4.6% respectively, Langfeng Construction and Australian Sea Culture each hold 4.5%. Weixin Logistics, Changda Advertising, Henggu Materials and Baohua Industries own 4.4%, 4.3%, 4.23% and 4.2% of the bank respectively.
Since then, the total equity and shareholder structure of coastal banks have remained unchanged. Both the bank's 2019 annual report disclosed in April and the rating report issued by United Credit in July showed that "coastal banks have no controlling shareholders and actual controllers".
By the end of September 2020, the total assets of coastal banks reached 113.006 billion yuan, an increase of 14.25 percent over the beginning of the year. The scale of assets ranks in the middle echelon among the 15 local city commercial banks in Liaoning. In the first three quarters, the bank achieved operating income of 1.415 billion yuan, down 22.87% from a year earlier, while net profit fell 58.76% from a year earlier.
It is worth noting that in November last year, coastal banks were rumored to be in a financial crisis, prompting depositors to withdraw money, which had a greater social impact. After the incident, the bank launched a contingency plan to prepare sufficient funds for payment. In addition, the local government, the Bancassurance Supervision Bureau and the Public Security Bureau also came forward to coordinate the settlement and refute the rumors.
Quietly adjusted bank shareholders
Since the capital increase at the end of 2018, the names and holdings of 17 shareholders of coastal banks have remained unchanged. However, the actual controller behind the shareholders has quietly changed: from September to October this year, five shareholders holding less than 100 million shares in the bank have ushered in wholly-owned shareholder changes one after another.
Specifically, the wholly-owned shareholder of Baohua Industries has been changed to Huajun Group, whose shareholding in coastal banks has increased to 18.1%; the wholly-owned shareholders of Zhongsheng Automotive supplies Manufacturing, Baotongda property and Weixin Logistics have been changed to Australian Culture, which actually controls 18.4%; and the wholly-owned shareholder of Changda Advertising has also been changed to Fubon Culture, which has increased its shareholding to 12.35%.
It is worth noting that Aohai Culture has been controlled by Li Junbo 98% since August last year, while Bao limin is the controlling shareholder of Fubon Culture. According to public information, both of them were lawyers of Liaoning Huajun Law firm in their early years, and later worked for Huajun Group.
Among them, Li Junbo joined Huajun Law firm in 2003, appeared as director of Yingkou Branch in March 2008 and 2015, and was "head of Compliance Department of Huajun Group" when she attended the event in March 2017. Bao limin attended the event as "Director of the Comprehensive Department of Huajun Group" in June last year, and was appointed as the Executive Director and Chief risk Control Officer of Huajun International Group, the Hong Kong listing platform of "Huajun Group" in April this year.
More crucially, Aohai Culture and Huajun Group share an industrial and commercial contact number "22521168" and a "Huajun system" corporate email address "yue.huang@huajunasia.com". Fubon Culture's industrial and commercial contact number is the same as Huajun assets of "Huajun Group" and shares a QQ Mail with several Huajun Group companies.
But that's not all. According to industrial and commercial information, Jinshi Yali paint is 76.67% controlled by natural person Meng Guangzhu. Over the years, industrial and commercial contact numbers and mailboxes have coincided with a number of "Huajun" enterprises. The company's registered address is also located in the headquarters of "Huajun" Yingkou-Liaohai Zhongyan Building (also known as Jinmao Building), which is also the head office of the coastal bank.
Although Henggu material has no connection with Huajun Group in terms of registered address and ownership structure, the company's contact number and email address are also the same as those of Aohai Culture and Huajun Group.
In addition, in recent years, most of the shares of Contemporary Group have been controlled by natural person Yu Jing, and she appeared as "Vice Chairman of Huajun Group" and "Vice President of Huajun Group" in March 2017 and September 2019 respectively.
In an announcement by Huajun International Group in February this year, Yu Jing was a "Chinese businesswoman" and an "employee of our company". At the same time, the registered address of Contemporary Group before 2017 happens to be located in the old TV station building, where the "Hua Jun system" sprang up.
Accordingly, in addition to Huajun Group and its wholly-owned Baohua Industry, nine shareholders of coastal banks have close ties with Huajun and its actual controller, Meng Guangbao, and 11 shareholders hold a total of 62.78% of Yingkou coastal shares.
In fact, according to the annual report of Coastal Bank in 2019, of the bank's five shareholder board seats, there is only one HNA department left, and the other four are Meng Guangbao, Yu Jing, Zhang Ye and Ouhui. Among them, Zhang Ye works for Unity Securities, which is renamed from a subsidiary of "Huajun system" listed in Hong Kong, while Ouhui is the legal representative and chairman of the two "Huajun Series" private equity companies.
There are also two seats of shareholders and supervisors on the bank's supervisory board, including Bao limin and Huang Xiumei. Like Bao limin, Huang Xiumei was also a lawyer of Liaoning Huajun Law firm in her early years. At present, she is still the legal representative of Huajun Group.
Layout that began in 2014
It was not noticed that Huajun's investment in coastal banks began in 2014.
In July 2014, two minority shareholders of the Coastal Bank transferred 60 million shares and 45 million shares of the bank, respectively, to Jinshi Yali paint and Contemporary Industries (that is, the Contemporary Group).
However, before the bank completed the industrial and commercial registration of shareholder changes in April of the following year, the two transferees made a series of changes to reduce their equity ties with the "Huajun system".
Among them, Contemporary Industries was controlled by Li Junbo in March 2015. before that, the company's controlling shareholder was Huajun assets. Jinshi Yali paint, which Meng Guangzhu controls, increased its registered capital from 6 million to 100 million in September 2014, but at the same time, the company's registered place was also changed to the Yingkou headquarters of "Huajun system".
So far, two companies with close ties to the "Huajun system" have completed their "bottom positions" in coastal banks, controlling a total of 105 million shares, accounting for 7 per cent of the total.
On October 19, 2015, coastal banks welcomed the entry and exit of a number of shareholders: all 165 million shares held by the local state-owned enterprise Yingkou will be transferred to three companies registered in Shenyang-Changda Advertising, Weixin Logistics and Australian Culture. 67.5 million shares, 67.5 million shares and 60 million shares were transferred respectively.
Interestingly, before completing the transfer, the three companies successively increased their capital in June, and their registered capital soared from less than one million to 500 million yuan: the controlling shareholders of Changda Advertising and Weixin Logistics were respectively changed from Huajun assets to a single natural person; the previous shareholders of Australian Sea Culture also withdrew and were controlled by a natural person. The three people each control 95% of the shares in three companies, which seems to have nothing to do with the "Huajun system".
However, according to industrial and commercial information, in the one or two years before and after the investment, Changda Advertising, Weixin Logistics and Aohai Culture have a large number of overlap in the industrial and commercial registered address, contact number and mailbox, and are the same as a number of "Huajun" enterprises. Changda Advertising and Weixin Logistics, two companies established on the same day, are also located on the 21st floor of Block A, Yinhe International Building, Shenyang, which happens to be the headquarters of "Huajun system" in Shenyang.
In addition, after the three enterprises completed the transfer of shares in coastal banks, they collectively pledged all the shares they had just acquired to the Huajun equity investment fund under the "Huajun system" on November 26. On the same day, Jinshi Yali paint held all the shares in the bank also pledged to the company.
After Yingkou assets, the other two major shareholders of coastal banks-- the local private enterprise Jiachen Group and the local state-owned enterprise Yingkou PortThe business group also transferred its shareholding. In the end, Fubon Logistics took over the 165 million shares held by the former, while it was Huajun Group that transferred the 285 million shares held by Yingkou Port Group. The bank completed the change of shareholder industry and commerce on October 22.
In March before the investment, Fubon Logistics had just completed the industrial and commercial change, and the controlling shareholder had just been changed from Huajun Group to Hong Kong Hyatt Trading, which was controlled by a natural person, but the registered address was also Zhongyan Building in Liaohai. The contact numbers and mailboxes disclosed over the years are also completely consistent with a number of "Huajun" enterprises.
The direct shareholding of Huajun Group is also a key step for "Huajun system" to invest in coastal banks. Coupled with the shareholdings of a number of closely related companies, Huajun may control up to 50 per cent of the bank by the end of 2015, on a par with HNA.
Critical 2018
2018 is the year of the biggest change in the ownership structure of coastal banks, and it is also the year in which the "HNA system" withdrew and the "Hua Jun system" took over.
On the one hand, Shaanxi Dongling Industry and Trade Group completed the transfer of 270 million shares on September 10: Yingkou Coastal Industrial Logistics Base, as a local state-owned enterprise, transferred 70.5 million shares of the bank; Oke Decoration, Langfeng Construction and Baohua Industries, three private enterprises registered in Shenyang, were transferred 69 million shares, 67.5 million shares and 63 million shares respectively.
Among them, the three transferees collectively increased their capital before buying shares, the registered capital was changed from less than 100 million yuan to 200 million yuan, and three natural persons became wholly-owned shareholders of three companies respectively.
According to the reporter's understanding, although there is no equity relationship between Oke Decoration and Langfeng Construction, the two companies are under the control of Oke Group. In addition, Bao Hua Industries was also wholly owned by Oke Group before the capital increase. Earlier, Bao Hua Industry was a subsidiary of the "Huajun Group".
Surprisingly, after the completion of the equity transfer, the three transferees pledged all the bank shares they had just acquired to Huajun factoring under the Huajun system on September 19. At the same time, the natural person shareholders of the three companies then pledged all their shares in the company to Huajun factoring. Yingkou coastal industrial logistics base pledged its coastal bank shares to Huajun factoring on September 18.
On the other hand, after the clearance and reduction of Shaanxi Dongling Industry and Trade Group, the coastal banks launched the first capital increase after its establishment, issuing a total of 550 million shares, raising a total of 1.749 billion yuan.
The bank's top five shareholders-HNA, Huajun Group, Fubon Logistics, Shanghai Hengjia Wachovia and Zhongshang Wealth financing guarantee-did not participate in this capital increase, while the other nine shareholders participated collectively. At the same time, three local companies, namely Zhongsheng Automotive supplies, Baotongda property and Henggu Materials, were introduced, holding 98.4 million shares, 96.35 million shares and 86.8 million shares respectively.
Among them, before buying shares, Zhongsheng Automotive supplies and Baotongda property increased its capital at the same time on December 19, the registered capital increased from 200 million yuan to 300 million yuan, and continued to be wholly owned by a single natural person. The two old shareholders of Jinshi Yali paint and Contemporary Group also completed the change of industrial and commercial registered capital on the same day, with the registered capital increasing from 100 million yuan and 50 million yuan to 280 million yuan and 170 million yuan respectively.
After the coastal banks completed the industrial and commercial change procedures for capital increase on December 28, 2018, a large-scale equity pledge took place the next day: all the new and old shareholders who participated in the capital increase pledged all the shares they had just taken to Huajun factoring.
Capital man Meng Guangbao and "Hua Jun Family"
The six years in which Meng Guangbao and the "Hua Jun family" rose to fame in the capital market when they bought stakes in coastal banks through all kinds of closely related enterprises.
According to public information, Meng Guangbao has been a senior partner and chairman of the partners' meeting of Liaoning Huajun Law firm since 1998, and became an investor in Liaoning Huajun Investment Co., Ltd. (the predecessor of Huajun Group) in 2007. Since then, the company has been owned by Meng and his spouse, respectively.
According to the official website, Huajun Group is a diversified and comprehensive cross-border group company, founded in 2005, with six major industrial clusters in finance, industry, health care, real estate, energy and trade, and has wholly-owned, holding and shareholding more than 100 enterprises. with more than 10,000 employees.
Meng Guangbao and "Hua Jun system" made their debut in the capital market in 2014. In August of that year, Huajun International Co., Ltd., owned by Meng Guangbao, acquired a 62.62 per cent stake in Xinzhou Development, which changed its name to "Huajun Holdings" (0377.HK) at the end of the year.
Since then, "Huajun system" has its own listing platform. Coincidentally, Hua Jun's initial stake in coastal banks also took place around July 2014. Since then, "Huajun Holdings" changed its name to "Huajun International Group" in July 2018, but the actual controller is still Meng Guangbao.
After a number of companies closely related to the "Hua Jun system" further increased their holdings in coastal banks at the end of 2015, Meng Guangbao's name appeared in the fixed increase plan of the A-share listed company ST Hairun (Hairun Photovoltaic) in January 2016.
Meng Guangbao and "Huajun system" had hoped to gain the largest shareholder seat of the listed company by participating in Dingzeng, but the Dingzeng plan was aborted in March 2017 after several changes.
However, before the release of the fixed increase plan to the termination, the actual controller of * ST Hairun is Meng Guangbao. "Huajun system" has four directors without actual shareholding, and Meng himself serves as chairman and president of the listed company.
After Meng Guangbao took the helm, * ST Hairun and "Hua Jun system" launched some operations. at this stage, * ST Hai run also provided a large amount of guarantee for "Hua Jun Series", which has also become a problem that has been seriously criticized in the future.
Meng Guangbao did solve some problems for Hairun. However, in 2017, Dahua issued an audit report on the annual financial report of * ST Hairun 2016, and the company's independent directors proposed the removal of Meng Guangbao in July of that year. In the end, it ended with the resignation of Meng Guangbao and the withdrawal of the representative of the "Huajun system" from the board of directors.
Surprisingly, in August 2018, Meng Guangbao made a comeback and returned to * ST Hairun again through the transfer of equity. However, the road to return to Hairun is not smooth. Due to the judicial freeze on the shares held by the original shareholders, there has been no new progress in the actual equity transfer, and the company is finally delisted in July 2019.
In the second half of 2018, Meng Guangbao appeared in another photovoltaic listed company in January 2019 after a number of enterprises closely related to the "Huajun system" transferred their shares in coastal banks and participated in the capital increase.In the announcement: Meng's company, Huajun Industries, will become a strategic investor by transferring a 7.3% stake in the company. However, only five months later, the strategic cooperation framework agreement was terminated.
While the investment plans of two photovoltaic listed companies failed in 2019, the number of judicial cases involved in "Huajun" enterprises increased significantly, and many important enterprises had "broken promises to be implemented", "restrictions on high consumption", "shareholdings in other enterprises frozen" and so on.
As for Meng Guangbao himself, on the one hand, he owed Shanghai Electric due to Hefei Hairun Photovoltaic.The arrears of nearly 100 million yuan in financing bear joint and several liability, but Meng refused to perform his obligations under the effective legal documents because of his "ability to perform", so in June this year, he was listed by the Shanghai Financial Court as a "person subject to breach of faith" and was issued an order to restrict high consumption. His 92.63% stake in Huajun Group was also frozen on October 22.
On the other hand, it is reported that on August 31, a TV series produced by Fubon Culture opened in Yingkou Bayuquan, which was attended by Meng Guangbao and the chairman and supervisor of the Coastal Bank.
Huajun International Group, the Hong Kong-listed platform of Huajun Group, completed the change of controlling shareholder in July this year and changed its name to China Huajun Group on October 15, but the actual controller is still Meng Guangbao. In recent years, the company has made frequent acquisitions and sales of assets.