More than 1.3 billion funds were bizarrely swept away, and the China Securities Regulatory Commission: filed a case for investigation
The year is approaching, the main video, preschool education related business of Weichuang shares (002308) suddenly thundered: the company's 1.33 billion yuan of funds were bizarrely swept away by Liu Jun, the actual controller of the proposed acquirer of an equity transfer transaction, and has not yet been returned, and the company has never disclosed the relevant information of the equity transaction, and the proposed acquirer in the agreement is suspected of not existing.
It is worth mentioning that as early as October this year, Weichuang shares related matters have emerged, at that time the company's director Li Ang questioned the reasonableness and necessity of the two amounts of up to 310 million yuan and 230 million yuan in the third quarterly report of Weichuang shares, in addition, after October, Weichuang shares frequently resigned executives.
1.33 billion funds were bizarrely swept away
Specifically, the above-mentioned matters of Weichuang shares were officially exposed late at night on December 22, and the company issued a number of announcements that night.
According to the announcement of Weichuang shares, after self-inspection, on September 20, 2023, the company's controlling shareholder, Taizhou Zhongshu Wolters Equity Investment Partnership (Limited Partnership) (hereinafter referred to as "Zhongshu Wolters Kluwer"), the controlling shareholder of Monsas (Taizhou) Investment Co., Ltd., the controlling shareholder of Jiangsu Sunshine Group Co., Ltd., and Jiangxi Xiling Energy Co., Ltd. (hereinafter referred to as "Xiling Energy") signed the "Equity Transfer Cooperation Framework Agreement" According to the arrangement, Xiling Energy will acquire control of Zhongshu Wolters Kluwer through an investment relationship in the next 12 months.
Weichuang Co., Ltd. said that Liu Jun, the actual controller of Xiling Energy, the proposed acquirer, transferred 1.33 billion yuan of the company's funds to the bank account controlled by it through a condominium bank account from September 28 to October 27, 2023, and returned the full amount to the company on October 31, but since November 1, the company has been transferred out in batches, and the funds have not been returned to the company as of the disclosure date of this announcement.
The equity transfer agreement buyer does not exist?
It is worth noting that Weitron has not previously disclosed the above-mentioned "Equity Transfer Cooperation Framework Agreement". Weichuang shares also revealed in the latest announcement that the company's current board secretary Zhang Shuhan submitted a resignation report to the board of directors on November 3, and independent director Zhang Wendong submitted a resignation report to the board of directors on November 30.
In addition, the reporter inquired about the Qichacha App and found that the "Jiangxi Xiling Energy Co., Ltd." in the aforementioned equity transfer agreement does not exist, and only one named "Jiangxi Xiling Energy Co., Ltd." exists.
According to industrial and commercial information, Jiangxi Xiling Energy Co., Ltd. was established in 2021 and is a member of Qingkechuang Industrial Group, located in Ganzhou City, Jiangxi, and is an enterprise mainly engaged in the production and supply of electricity and heat, with a registered capital of 100 million yuan, but the legal representative of the company is Liu Chen, and natural persons Xu Nengxiang and Liu Chen hold 80% and 20% of the company's shares respectively, and the App shows that the actual controller of the company is Xu Nengxiang.
On the afternoon of December 23, a reporter from Securities Times E Company called Jiangxi Xiling Energy Co., Ltd. to ask whether the company was related to Jiangxi Xiling Energy Co., Ltd. and Liu Jun, and the other party said: "I don't know this very well. ”
However, the reporter further found through the Qichacha App that Liu Chen of Jiangxi Xiling Energy Co., Ltd. and a person named "Liu Jun" are a partnership, and the two sides have cooperated 5 times.
According to industrial and commercial information, the aforementioned Liu Jun, male, Chinese nationality, born in April 1984, is a graduate student, and has served as the director and general manager of Suzhou Superior Culture Development Co., Ltd., the director and general manager of Northeast Electric (00042, HK), and is currently the executive director of Qingkechuang Industrial Co., Ltd., the director of Wuxi Xinda Rubber Materials Co., Ltd., and the actual control of 29 companies such as Shanghai Jinzhu Financial Consulting Co., Ltd. and Suzhou Qingkechuang Industrial Co., Ltd. The affiliated company Qingkechuang Industrial Group Co., Ltd. is related, and the legal representative of Qingkechuang Industrial Group Co., Ltd. is Xu Nengxiang, the actual controller of the aforementioned "Jiangxi Xiling Energy Co., Ltd.", and Liu Chen, the legal representative of "Jiangxi Xiling Energy Co., Ltd.", also serves as an executive in the company.
It can be inferred from this that Liu Jun, the actual controller of "Jiangxi Xiling Energy Co., Ltd.", which does not exist in the announcement of Weichuang Co., Ltd., is related to the actual existence of Jiangxi Xiling Energy Co., Ltd.
It is worth noting that as of nearly 9 o'clock in the evening of December 23, the Qichacha APP shows that the above-mentioned "Liu Jun", who has cooperated with Liu Chen, has been listed as a dishonest person subject to execution, and has been restricted from high consumption.
According to investigation, Jiangsu Sunshine Group Co., Ltd., the seller of this agreement, is the largest shareholder of Jiangsu Sunshine (600220), a listed company, and indirectly holds 99.93% of the shares of Zhongshu Wolters.
The SFC initiated an investigation
On the evening of the 22nd, the Shenzhen Stock Exchange quickly issued a "Letter of Concern" to Weichuang shares, requiring Weichuang shares to "take all necessary means to recover relevant funds and safeguard the interests of the company and small and medium-sized shareholders", and the Shenzhen Stock Exchange also initiated disciplinary procedures against Weichuang shares and related responsible persons.
At the same time, the China Securities Regulatory Commission has also launched an investigation into Weichuang shares and Liu Jun, according to the latest announcement of Weichuang shares, the company received the "Notice of Case Filing" issued by the CSRC on December 22, 2023, and the China Securities Regulatory Commission decided to file a case against the company due to the company's suspected illegal information disclosure. In addition, the China Securities Regulatory Commission decided to file a case against Liu Jun because Liu Jun, the company's proposed acquirer, was suspected of violating laws and regulations in information disclosure.
Weichuang said that during the investigation, the company will actively cooperate with the investigation of the Securities Regulatory Commission, and the company's current operation is normal.
According to the data, Weichuang Co., Ltd. was established in 2002 and successfully listed at the end of 2009, mainly engaged in video business and child growth platform, with a registered address and office address located in Guangzhou High-tech Industrial Development Zone.
As of September 30, the total number of shareholders of Weichuang was 41,000. As of the close of trading on December 22, Weichuang shares were quoted at 4.82 yuan per share, with the latest market value of 4.368 billion yuan.
It's been a hint before
In fact, the internal problems related to Weitron shares have already emerged.
On October 10, Weichuang shares disclosed that the company announced the change of a number of senior executives, the company recently received the resignation report of the company's director, secretary of the board of directors, deputy general manager Chen Xiang, general manager Lu Yu, and financial director Zhou Feng, due to the adjustment of work arrangements, Chen Xiang resigned as the company's director, secretary of the board of directors and deputy general manager, Lu Yu resigned as the company's general manager, Zhou Feng resigned as the company's financial director, Chen Xiang and Zhou Feng will no longer hold any position in the company and its holding subsidiaries after resignation, and Lu Yu still continues to serve as the company's chairman.
In addition, according to the "Relevant Instructions on the Inability of Directors to Guarantee the Truthfulness, Accuracy, Completeness or Dissent of Periodic Reports" disclosed by Weichuang on October 30, 2023, on October 30, 2023, Weichuang held the sixth meeting of the sixth board of directors and reviewed the "About
Director Li Ang voted against the motion.
The reasons for Li Ang's objection are: the company signed procurement contracts with two trading companies in May and August 2023 respectively and prepaid 310 million yuan and 230 million yuan respectively, accounting for 80% of the total contract price, and recovered the full amount in October 2023. The reasonableness is questionable, and it is impossible to determine whether there is a situation where the company's funds are appropriated through advance payments. As of the meeting of the board of directors, the company has not submitted corresponding and sufficient supporting materials, so combined with the company's operating characteristics, the relevant information provided by the analysis and judgment, it is believed that the above-mentioned prepaid funds are more likely to be capital loans, if they are indeed capital assistance, they should not be reported in the third quarterly report "prepayment" project. At the same time, if the above-mentioned advance payment of 540 million yuan is indeed an external funding or capital lending behavior, it should be submitted to the board of directors of the company in advance for review and disclosure in accordance with the regulatory provisions of listed companies.
In the first three quarters of this year, Weichuang Co., Ltd.'s revenue was 364 million yuan, down 15.68% year-on-year, and its net profit was 13.47 million yuan, down 82.36% year-on-year. As of the end of the third quarter, the prepaid accounts of Weichuang Co., Ltd. reached 553 million yuan, a year-on-year surge of 8655.49%, and the net cash flow from operating activities was -515 million yuan, a year-on-year decrease of 4991%.
On November 1, Weichuang Co., Ltd. announced again that Chen Xiaomeng, deputy general manager of the company, applied for resignation from the position of deputy general manager of the company for personal reasons, and still served as a director of the company after his resignation.