Yao Zhenhua was accused again.
On the evening of January 3, Ruisong Technology issued an announcement: Guangzhou Ruisong Beidou Automobile Equipment Co., Ltd., a holding subsidiary, filed a lawsuit with the People's Court of Luohu District, Shenzhen for the guarantee contract dispute with Yao Zhenhua and Shenzhen Baoneng Investment Group Co., Ltd., and received a court summons.
Guangzhou Ruibei used to be a supplier to Qoros Automobile's Xi'an branch, and the lawsuit between the two sides has been going on for more than three years. In 2022, the two sides signed a "Settlement Agreement", agreeing on the repayment plan of Qoros Xi'an, which was jointly and severally guaranteed by Yao Zhenhua and Baoneng Investment.
At present, all the debts in the "Settlement Agreement" have expired, and Guangzhou Ruibei sued the guarantors Yao Zhenhua and Baoneng Investment to the Luohu District People's Court to jointly and severally repay all the remaining debts of 37.14 million yuan and pay the loss of overdue payment.
Whether Baoneng can repay the money is still very unknown.
At present, Baoneng has 8 key special assets for sale, namely the headquarters Shenzhen Baoneng Center, the old renovation project, the Qianhai high-quality project, the logistics park asset package project and other 8 major asset projects in Shanghai, Shenzhen and Guangzhou for sale. The above-mentioned projects involve commercial properties, land, commercial complexes, old renovation and equity of high-quality financial companies, with an appraised value of more than 100 billion yuan. Baoneng Group expects to collect about 20 billion yuan within 3-4 months.
Baoneng Group said in the announcement that a certain project has been signed, and other projects are in the signing stage, close negotiations or looking for interested parties. Due to the large size of the project, there is uncertainty about whether it can proceed as planned, and there is a risk that the sale of the project will not progress as expected.
The matter of repaying the money will have to be seen in the future.
1.
/ Chased away by security guards, slapped in the face by employees asking for wages,
Yao Zhenhua's scenery is no longer /
The last time Boss Yao appeared in the news was in July.
At the beginning, Boss Yao first posted a video, saying that he was blocked by security guards and could not enter the park of Zhongju High-tech, and was very aggrieved, "I am the actual controller, please open the door immediately", and said that the relevant shareholders maliciously interfered to disrupt the order.
As a result, he was quickly beaten in the face, or really hit:
In a video swiping on the Internet, employees who are looking for Boss Yao's salary rush up, and black Maybach is plastered with notes such as "pay me back" and "14 months of salary arrears".
Someone shouted and said, "Boss Yao, I only need a salary," and someone said, "(Beating) is illegal," and someone immediately responded, "You don't break the law for two years in arrears?"
So, who is the one who destroys the order?
In fact, the contradiction between these two things stems from Boss Yao's commotion.
The first thing is that the salary arrears are not paid, and it is not run.
Liang Pengying, general manager of Dongsheng Branch of Zhongshan Baoneng Automobile Sales and Service Co., Ltd., said in an interview: "Since February 2021, Baoneng has begun to default on employees' social security and provident fund, and we have been to the court for arbitration, and the documents are also available, but Baoneng has not replied to us now, and I came here today to collect debts from Baoneng." ”
Baoneng's Qoros Automobile Factory also has many employees who have been owed wages and cut off social security since 2021.
There is also a "Baoneng Group System Salary Arrears Table" on the Internet, which shows that from July 2021 to April 2022 alone, Baoneng has owed more than 1.3 billion yuan in wages.
Among them, Baoneng Automobile and Qoros Automobile are in arrears of nearly 800 million yuan, accounting for more than half. After many inquiries by Shenzhen Business Daily reporters, the data listed in the table are basically true.
From 2022 to 2023, more than 20 billion assets of Baoneng will be auctioned or will be auctioned soon, and Boss Yao will also be listed as a dishonest person subject to execution by the court, with a total amount of 976 million.
▲Data source: Tianyancha
The second thing is the control of Zhongju High-tech, and Boss Yao and Zhongju Group have been fighting back and forth for several years.
In 2015, Yao Zhenhua acquired the shares of Zhongju High-tech through its Qianhai Life Insurance Company to raise its name.
On April 23 of that year, Qianhai Life held 5.02% of the shares of Zhongju High-tech, and on April 30, Qianhai Life's shareholding ratio reached 9.10%, and in September of the same year, Qianhai Life's shareholding continued to increase to 20.11%, and in 2016, it became the largest shareholder with a shareholding ratio of 24.92%.
In this way, Boss Yao became the boss of Zhongju High-tech. Subsequently, the directors and independent directors of Zhongju High-tech resigned successively, and the actual controller was also changed.
In September 2018, Qianhai Life Insurance signed the Share Transfer Agreement with Zhongshan Runtian, transferring all the 24.92% equity of Zhongju High-tech held by Baoneng to Zhongshan Runtian, with a transaction amount of about 5.7 billion yuan. Since then, Zhongshan Runtian has firmly occupied the position of the largest shareholder, and the Torch Group has been relegated to the second place.
However, in 2021, Boss Yao's position is unstable.
Because this year, Baoneng's problems have become more and more serious, with debt topping down and liquidity drying up.
The 2021 annual report shows that Jushenghua's interest-bearing debt balance is 82.291 billion yuan. During the reporting period, the company's interest-bearing liabilities were large, and as of the date of issuance of the report, there had been debt default and extension, and the company's debt repayment pressure was greater.
In June 2021, Zhongshan Runtian announced that it plans to increase its stake in Zhongju High-tech by no less than 1% through the Shanghai Stock Exchange trading system within 12 months. As a result, a year later, Zhongshan Runtian announced again, but because of "no money", it only increased its holdings by 670,000 shares, accounting for 0.08% of the company's total share capital.
Isn't it a fool to increase the number of people when the implementation period of the plan to increase holdings has expired? Zhongshan Runtian also received a warning letter from the Guangdong Securities Regulatory Bureau.
At the same time, as of February 2022, the principal amount of defaulted claims involved in Zhongshan Runtian has reached 4.18 billion yuan. In the face of the huge pledged loans, Zhongshan Runtian was unable to repay, which also triggered a continuous passive reduction of holdings, which did not take long for the position of the largest shareholder to cool.
The Torch Group is even more quick to act. In the process of Zhongshan Runtian's successive reductions, Torch Group and its concerted actors took the opportunity to quickly acquire the shares of Zhongju High-tech in the market, and successfully regained the position of the largest shareholder in January 2023, and hibernated for 8 years to report the "revenge of seizing power".
According to the indicative announcement on the change of shareholders' rights and interests disclosed by China Torch High-tech on May 30, 2023, as of May 28, Baoneng's shareholding in China Torch High-tech has passively decreased to 5.41%, while the shareholding ratio of Torch Group and its concerted actors has risen to 19.65%.
2.
/ After each acquisition of a company,
What did Boss Yao do /
Back in 2019, the stock price of Zhongju High-tech once crashed in the process of pulling with Boss Yao.
Ironically, on the same day of the flash crash, Nanning Department Store, another listed company of Baoneng, continued to increase the limit.
Don't panic just yet, the limit is not necessarily a welcome ceremony. The reason for the limit is precisely that Yao Zhenhua just sat in the position of the largest shareholder at that time, and the state-owned shareholders of Nanning Department Store quit and found foreign aid to confront Yao Zhenhua.
On December 4, 2019, Nanning Department Store announced that the second shareholder, Futian Investment (Baoneng Department), increased its holdings in Nanning Department Store through judicial auction, with a cumulative shareholding of 18.85%, which narrowly exceeded the original major shareholder Nanning Peining. As a result, Nanning Peining and Nanning Agricultural and Industrial Group signed an agreement to form a concerted actor to maintain the controlling shareholder relationship.
Baoneng has always liked department stores, and it is entirely possible that Baoneng will continue to increase its holdings until it obtains the position of controlling shareholder, so this power struggle is not over.
Looking at the listed companies that Boss Yao has touched, many of them have a diswelcome attitude towards him and call him a "barbarian", which is not common in the A-share market where the owner is looking for his father everywhere. He is called a "barbarian" because he does "not pay attention to martial virtues" in the process of acquiring listed companies.
The most memorable thing in the market is that after Baoneng acquired CSG A, it made a big change in management, and finally dragged down a big white horse.
Beginning in December 2014, Baoneng Department purchased hundreds of millions of shares through the two core platforms of Jushenghua and Qianhai Life Insurance in the secondary market by direct purchase and private placement, and ate one bite at a time, and on September 30, 2016, four of the top ten shareholders of CSG A were controlled by Yao Zhenhua, with a total shareholding ratio of 24.39%, and the position of the largest shareholder was firmly established.
At that time, the executives of CSG A engaged in an equity incentive, taking out 6.5% of the total share capital, and issuing it to about 500 people, including the core technical backbone and the company's management. After Qianhai Life Insurance got the plan, it revised the important indicators in the plan, which later triggered three major complaints from the management of CSG A: deliberately delaying and making things difficult for the equity incentive plan, and greatly increasing the performance commitment.
Procrastinate:
On August 11, 2016, the management of CSG handed over the equity incentive plan to Chen Lin, director of Baoneng, for "revision and improvement", emphasizing that 2015 should be used as the exercise assessment and must be approved at the general meeting of shareholders in late September. After Chen Lin took the plan, he gave a new plan on November 4.
刁难:
Chen Lin's new plan modifies the proportion, scope and method of incentives.
The original plan was to grant 135 million shares, accounting for 6.5% of the total share capital, but the new plan was changed to 62.2601 million shares, accounting for 3% of the total share capital. Less than half of the incentives remained.
In the original plan, 25% of the incentive was allocated to executives, but the new plan has been reduced to 20%.
The original plan was to apply for lifting the ban in three phases, but the new plan was revised to four phases.
Dramatically increase performance commitments:
The performance commitments in the original plan are based on 2015, and the performance growth rates from 2016 to 2018 will not be less than 100%, 150% and 200% respectively. The new plan was only based on 2016 due to "delays", with a performance growth of 100% in 2017 and an increase of about 50% in the next two years.
In 2016, CSG A deducted 645 million yuan of non-net profit in the first three quarters, which was more than twice the net profit of 300 million yuan after deducting non-profit in 2015. However, if it is changed to 2016 as the base, the pressure on the management will be very high.
As a result, the management of CSG A quit, and ten senior executives, the chairman, CEO, chief financial officer, vice president, and secretary of the board of directors collectively picked on their sons, and also took away some technical personnel, which had a great impact on the operation and competitiveness of CSG A. Since then, the stock price has plummeted, and the current price is less than half of the stock price in June '15.
Since then, Yao Zhenhua has left a reputation for interfering with the normal operation of the company, and has also encountered fierce resistance in other acquisitions.
3.
/ Provoke Wang Shi, Dong Mingzhu, Liu Shuwei,
Boss Yao has become a barbarian at the door /
In fact, all listed companies with strong management regard the increase in Baoneng's holdings as a flood beast. When Vanke encountered Baoneng's leveraged snake swallowing elephants, it put up stubborn resistance, and finally Baoneng's acquisition plan failed.
In July 2015, Qianhai Life Insurance and Jushenghua began to buy shares in Vanke. Before they made the move, Vanke's largest shareholder, China Resources, held a 14.89% stake, and in the process of Baoneng's increase, China Resources also resisted and increased its holdings of some Vanke shares.
But to no avail, at the end of the year, Baoneng held a total of 23.52% of Vanke's A shares, becoming a major shareholder in one fell swoop. According to the relevant regulations, 30% is the red line of the tender offer for shareholders of listed companies. If the increase reaches 30%, a tender offer can be initiated, or it can continue to increase its holdings freely at a rate of no more than 2% per year.
This time, Wang Shi quit, and at an internal meeting of Vanke in Beijing, he announced in a high-profile manner that "the 'Baoneng Department' is not welcome to become the largest shareholder of Vanke". There are four reasons why it is not welcome:
1. Insufficient credit: Looking at Baoneng's family history, it can be judged that Baoneng's credit is insufficient, which will affect Vanke's credit rating and lead to an increase in Vanke's financing costs.
2. Insufficient capacity: Baoneng, which has annual sales of billions in the real estate field, is far smaller than Vanke, and its experience and ability are not enough to control Vanke.
3. Baoneng's acquisition of Vanke is not its own funds, but relies on financing and leverage, short-term debt and long-term investment, which is a huge risk and a gamble that leaves no way out.
4. China Resources plays an important role as a major shareholder: China Resources plays an important role in the development of Vanke, whether it is in the stability of Vanke's shareholding structure, business management or internationalization.
After that, Wang Shi tried all kinds of ways to support Anbang's increase in holdings, introduce Shenzhen Metro, report Baoneng's asset management plan for violations of laws and regulations, and so on.
At this point in time, Baoneng also allocated funds to sneak attack Gree, Dong Mingzhu saw that he had bad intentions, so he would not wait for him to increase his holdings in large quantities, and as soon as he found out, he directly opened up, saying that Baoneng was "a sinner for the ages who destroyed the industry".
Then, Dong Mingzhu's best friend Liu Shuwei wrote another article, saying that Boss Yao went to CSG A, took away the people, executives and technology, and used the borrowed funds to control Qianhai Life, and also made a small move to buy 10.9 billion yuan of land from China Resources Land.
Yao Zhenhua regretted it, why did he provoke these two eldest sisters.
Seeing that Baoneng's buying and buying in the market has become a farce, and the supervision can't sit still, Liu Shiyu fiercely criticized the "barbarians", and Qianhai Life Insurance and Yao Zhenhua have also received punishments from the Insurance Regulatory Commission, and they can no longer make waves at will. However, this battle brought Baoneng a large amount of paper profits, which was really a loss of money.
Yao Zhenhua added leverage to buy and buy in the stock market, and when he was choosing stocks, he didn't mean to drink in the first place.
Baoneng made a fortune in real estate, and often vigorously leveraged to collect assets, and most of them focused on the land in the other party's hands.
The listed companies selected by Yao Zhenhua include Zhongju High-tech, Nanning Department Store, Hefei Department Store, Shaoneng Co., Ltd., Star Power, CSG A, Overseas Chinese Town, and Vanke. These companies are either real estate companies like OCT Vanke, or local state-owned enterprises, which have cheap land banks and are easier to cooperate with local governments after taking shares.
In fact, Yao Zhenhua bought these companies because he wanted to take the land of listed companies as his own step by step. CSG A's forcible acquisition of the conductive membrane building in the north area of Shenzhen Science and Technology Park has exposed his purpose.
Even Qoros, a new energy vehicle that he seems to be losing money, seems to be in order to build a car, and it is pointed out that he is still enclosing land. Qoros' three major car-making bases in Guangzhou, Hangzhou and Kunming cover an area of 423 acres, 3,000 acres and 6,300 acres respectively, not counting the car-making base in Xixian New Area, Shaanxi, which has covered an area of nearly 10,000 acres. In the end, even if it goes bankrupt, so much land is a large asset, and in this way, it is too undignified to owe wages.
Acquisition and purging of management; ignoring the main business of listed companies and staring at the cheap land resources in the hands of listed companies; high leverage and high risk of acquisition funds, bringing about many hidden dangers······
With these problems, Yao Zhenhua's acquisition was rejected by listed companies, and he and his company were still being collected for debts on New Year's Eve, and his employees also wanted to beat him, are they wronged?