Reporter Wang Yingchun reported from Beijing
Recently, United Credit Rating Co., Ltd. (hereinafter referred to as "United Credit") decided to downgrade the credit rating of Guosheng Financial Holdings (002670.sz) and its bonds "16 GuoshengJin", both of which were downgraded from aa+ to aa-. As a result, the adjustment of the trading method of this bond was triggered, and since November 10, the agreement block trading method has been adopted, and only qualified institutional investors who meet the requirements can buy, and other investors who hold the bond can only choose to sell or continue to hold.
The reason for this change is due to 30 October. At 9:30 a.m. on the same day, Guosheng Financial Holdings held a board meeting and passed a proposal - "Proposal on the Dismissal of the Company's Chief Financial Officer". The reason is that the financial director Zhao Cen signed the objection in the company's third quarter financial statements and insisted on the objection signing. Immediately after, at 10:15 a.m. on the same day, Guosheng Financial Holdings held another board meeting, and the audit approved the full text and text of the third quarter report of 2020.
It is worth noting that the dismissed financial director Zhao Cen is also one of the company's 9 directors, and for more than 6 years, she served as the company's board secretary and financial director at the same time. At present, she is still a director and secretary of the board of directors of the listed company. At the two consecutive board meetings held on October 30, one director voted against the dismissal and the three quarterly reports, both of which were herself.
Judging from the time when the directors were notified of the dismissal proposal and the time when the formal meeting was held later, people could not help but wonder: Behind the old employee Zhao Cen's insistence on signing objections to the third quarterly report, what is the state of the company's internal management? How did this three-quarter report come about?
Although the dismissal proposal and the consideration of the third quarterly report are voted on the same day at the level of the board of directors, the impact of the two on the directors is obviously different. Notice of the meeting to consider the third quarterly report was sent to the directors by mail as early as October 24, but the notice of the dismissal proposal did not reach the directors until 31 minutes before the meeting. Obviously, this is consistent with the statement in the announcement to dismiss Zhao Cen as financial director: "After repeated communication, Ms. Zhao Cen insisted on continuing to retain the objection to the signing of the statement."
Zhao Cen's reasons for not compromising were disclosed in detail in the announcement of the listed company on November 7. The core reason is that although Guosheng Securities is a wholly-owned subsidiary of a listed company, because the CSRC took over Guosheng Securities from July 17 this year, Zhao Cen believes that the listed company no longer has the power to dominate guosheng securities-related activities, its path to exercise shareholders' rights is restricted, it cannot exercise control, it has no ability to exert influence on Guosheng Securities, and Guosheng Securities should not be included in the consolidated financial statements.
The above conclusions and the way the meeting was handled were completely inconsistent with the three quarterly reports disclosed by the current listed companies. The listed company included Guosheng Securities in its consolidated statements.
Zhao Cen presided over the financial work of the listed company for more than 6 years, and was only dismissed from the position of financial director on the day of the disclosure of the third quarterly report on October 30, which means that the financial report that she insisted on signing objections should also be completed under her presidency of the financial work.
Why did she strongly oppose the conclusions of the financial report she presided over until the deadline for the disclosure of the performance report? Such anomalies have to be asked, how did this report come about? In this regard, the reporter contacted the secretary office of the board of directors of the listed company and asked to interview Zhao Cen, who was still performing his duties as the secretary of the board, and the staff of the board secretary office said that they did not know the office phone number of the secretary of the board and could not transfer it.
(Editor: Meng Qingwei Proofreader: Zhang Guogang)