Interface News Reporter | Pang Yu
On the evening of May 10, ST Red Sun (000525.SZ), *ST Information Communication (600289.SH), ST Haoyuan (002700.SZ), ST Modern (002656.SZ), *ST Sansheng (002742.SZ), *ST Shentian (000023.SZ), *ST Zhongli (002309.SZ), ST Changkang (002435.SZ), ST Huatie (000976.SZ) and other 9 companies have successively disclosed the announcement of receiving regulatory orders for corrective measures.
According to the announcement, these 9 companies were occupied by the controlling shareholder for non-operating purposes, and the CSRC required them to collect the funds within 6 months. According to the latest revision of the Shanghai and Shenzhen Stock Exchange stock listing rules in 2024, if the company fails to clear the occupied funds within 6 months in accordance with the requirements of the correction, its shares will be suspended, and if the rectification is not completed within 2 months after the suspension, the stock will be subject to a delisting risk warning, and if the rectification is not completed within 2 months thereafter, the company will be directly forced to delist.
In other words, since the receipt of the corrective measures decision on May 10, the above-mentioned companies have up to 10 months to clear all the occupied funds to maintain their status as listed companies.
The time left for the controlling shareholders of these companies is not very generous. A number of companies said in the announcement, "the company's controlling shareholders and other related parties asset disposal, it will take time to raise funds, and there is still uncertainty about the complete return of the funds occupied by the listed company, please invest rationally and pay attention to risks." ”
According to the disclosure, the above-mentioned nine companies have all touched the situation that "the balance of non-operating funds occupied by the controlling shareholder or the controlling shareholder's affiliates reaches more than 200 million yuan or accounts for more than 30% of the absolute value of the company's latest audited net assets".
Among them, ST Changkang has the largest balance of occupied funds, reaching an astonishing nearly 3.5 billion yuan. As of May 6, 2024, the balance of non-operating funds occupied by the company's controlling shareholder, Changjiang Runfa Group Co., Ltd. (hereinafter referred to as Changjiang Runfa Group) and related parties, was 3.485 billion yuan, accounting for 93.44% of the net assets at the end of 2023.
The above-mentioned illegal occupation mainly occurred in 2023 and the first quarter of 2024. Specifically, in 2023, ST Changkang and its subsidiaries transferred funds to intermediaries in the form of prepaid purchase money, issued commercial acceptance bills and other businesses, but did not perform the approval procedures. According to the requirements of Changjiang Runfa Group, the intermediary transfers or endorses the non-payment funds and financing bills received to Changjiang Runfa Group and its affiliates, thus forming the occupation of non-operating funds by the controlling shareholder and related parties.
As of December 31, 2023, Changjiang Runfa Group has formed a total balance of non-operating funds of 1.642 billion yuan through fund transfer, financial leasing business, and discounted commercial acceptance bills. At the beginning of January 2024, ST Changkang's subsidiary, Changjiang Runfa (Zhangjiagang) Pugang Co., Ltd., continued to transfer 1.93 billion yuan of non-recurring occupied funds to Changjiang Runfa Group through fund transfer. As of the issuance date of the 2023 annual report, the balance of non-operating funds occupied by Changjiang Runfa Group and related parties increased to 3.625 billion yuan.
followed by ST Red Sun, with a balance of occupied funds approaching 3 billion yuan. In September 2023, the China Securities Regulatory Commission (CSRC) issued the Administrative Penalty Decision to ST Red Sun. It was found that ST Red Sun failed to disclose the related party transactions of the non-operating funds occupied by the controlling shareholder and its affiliates as required, and there were false records in the relevant announcements, and the controlling shareholder and its affiliates did not substantially return the occupied funds. As of May 7, 2024, the controlling shareholder Nanjing First Pesticide Group Co., Ltd. (hereinafter referred to as "Nanyinong Group") and its affiliates Red Sun Group Co., Ltd. (hereinafter referred to as "Red Sun Group") and Jiangsu Guoxing Investment Co., Ltd. (hereinafter referred to as "Jiangsu Guoxing") occupied the balance of funds of listed companies of 2.884 billion yuan, accounting for 328.17% of the latest audited net assets.
*The balance of occupied funds of ST Zhongli and ST Huatie both exceeded 1 billion yuan.
*ST Zhongli's violations occurred between 2018 and 2023. As of December 31, 2023, Jiangsu Zhongli Holding Group Co., Ltd., the controlling shareholder of *ST Zhongli, and Wang Baixing, the actual controller, occupied the company's fund balance of 1.805 billion yuan for non-operating purposes, of which 1.693 billion yuan was occupied by non-operating funds due to prepayment of suppliers, and 112 million yuan was occupied by non-operating funds due to illegal guarantees.
ST Huatie's violations occurred from 2019 to 2022, during which ST Huatie had financial transactions with relevant related parties controlled by its actual controller, Xuan Ruiguo. As of December 31, 2022, the company's controlling shareholders and other related parties still had a balance of 1.338 billion yuan of non-operating funds occupied. As of April 29, 2024, the company's controlling shareholders and other related parties have only returned 110 million yuan of occupied funds in cash.
ST Haoyuan and *ST Information and Communication have occupied fund balances of more than 500 million yuan.
In August 2021, ST Haoyuan received the "Administrative Penalty Decision" issued by the China Securities Regulatory Commission, and it was found that ST Haoyuan and its subsidiary, Xinjiang Qiuzi Haoyuan Natural Gas Pipeline Transmission and Distribution Co., Ltd., provided a total of 537 million yuan of non-operating funds to related parties controlled by the controlling shareholder and other related legal persons without decision-making approval or authorization procedures. As of the disclosure date of the 2023 annual report, the controlling shareholders and related parties have occupied the company's fund balance of 513 million yuan, accounting for 65.59% of the latest audited net assets.
As of the disclosure date of the 2023 annual report, Yiyang Group Co., Ltd., the controlling shareholder of *ST Information and Communication, has occupied 534 million yuan of the balance of listed company capital for non-operating purposes, accounting for 126.01% of *ST Information and Communication's latest audited net assets.
In addition, ST Modern was occupied by the controlling shareholder with a balance of more than 200 million yuan; *The balance of occupied funds of ST Sansheng accounted for 32.79% of the net assets at the end of 2023; *The balance of occupied funds of ST Shentian accounted for 685% of the net assets at the end of 2023.
Jiemian News noted that since April 2024, a number of companies have been "named" or punished by regulators for illegal occupation of funds by controlling shareholders and actual controllers. Such as Zhendong Pharmaceutical (300158. SZ) has repeatedly failed to disclose the non-operational occupation of the funds of listed companies by the controlling shareholder, and the disclosure of the capital occupation matters is still insufficient after the previous regulatory measures are issued, and on April 12, 2024, the CSRC took the supervision and management measures of issuing a warning letter and ordering regular reports. Treasure Island (603567. SH) was issued a warning letter by the Heilongjiang Regulatory Bureau on April 30, and after investigation, the company had "essentially constituted a listed company to repay loans to relevant parties on behalf of the controlling shareholder, forming a non-operational occupation of the listed company's funds by the controlling shareholder" from January to September 2023.
In addition, it is worth mentioning that the problem of capital occupation has become one of the reasons for the "accelerated exit" of ST sector companies. During the year, a number of companies that were "delisted at par value", such as *ST Meisheng (002699.SZ) and *ST Meishang (300495.SZ), were involved in the occupation of large amounts of funds by controlling shareholders.