"ZhangGong" distillery bankruptcy restructuring of state-owned assets loss? Toilets are more expensive than workshop assessments!
"In the middle of the east, west, south, and north, good wine is in Zhang Bow." This advertisement in the 1990s once made Zhang Gongjiu, produced in Ningling County, Shangqiu City, Henan Province, famous in the north and south of the river. Today, this "Chinese time-honored brand" has once again reached a turning point in development and is facing the deadlock of bankruptcy reorganization.
Recently, the Voice of China received a report that the state-owned enterprise "ZhangGong Distillery" had a huge loss of state-owned assets in the bankruptcy restructuring, the assessment price of the toilet was higher than that of the first brewing workshop in Asia, and there were many procedural violations in the process of bankruptcy.
The Voice of China reporter's investigation found that the two "Zhang Bows" "Derived" from the "Zhang Bow Distillery" 8 years ago laid hidden dangers for today's brand "infighting". In the context of Henan's vigorous revitalization of Yujiu, why did the long-established state-owned enterprise "Zhang Gong Distillery" enter this step? And how do you break the deadlock?
When it comes to the bankruptcy and restructuring of Zhanggong Wine, it is necessary to first clarify the relationship between the three market entities: Zhanggong Distillery, Zhanggong Liquor Industry, and Zhanggong Old Wine. Zhanggong Distillery was established in 1951 as a local state-owned enterprise in Ningling County, with two factories in the north and south. The north factory was completed and put into operation in 1990, and the original factory site is commonly known as the "old south factory".
Lease of Zhanggong Old Wine operated by Zhanggong Distillery South Factory
In 2002, ZhangGong Distillery closed down. In 2003, Henan Zhanggong Liquor Co., Ltd. entered the "North Factory" in the form of leasing operation, owning the Zhanggong trademark, and the lease term was 20 years. In 2012, Henan Zhanggong Old Wine Co., Ltd. entered the "Old South Factory" in the form of leasing operation, and the lease term was also 20 years, and the "Huangfeng" trademark was used. Before the bankruptcy restructuring was launched, the two "Zhang Bows" of the North and South Factories had coexisted for 7 years.
Lease of Zhanggong Distillery North Factory of Zhanggong Liquor
In 2017, the Henan Provincial Party Committee and Provincial Government proposed "Yujiu Revitalization". In January 2018, Zhanggong Distillery officially went bankrupt and commenced liquidation proceedings. At the auction on August 20, 2018, ZhangGong Old Wine successfully bid for 415 million yuan and became the owner of all brands, factories, buildings and other purchased assets of Zhanggong Distillery. Zhang Gong Liquor raised a number of questions about the bankruptcy restructuring.
Challenge Point 1: The appointment of the insolvency representative is procedurally illegal.
Meng Yan, chairman of Zhanggong Wine, said that after the bankruptcy restructuring of Zhanggong Distillery was launched, there were many violations of laws and regulations in the relevant procedures, and she repeatedly reflected to the local government and bankruptcy administrators that the auction had begun without correction of the violations.
"This auction started at $415 million, there was no bidding process, and the auction ended in 17 minutes. All the procedures, which we consider to be illegal, numerous violations of laws and regulations resulted in us not registering to participate in the auction. ”
Ding Shiliang, a lawyer representing ZhangGong Liquor, said that after the Ningling County Court ruled that Zhanggong Distillery was bankrupt, it appointed Henangang Law Firm as the bankruptcy administrator, and the main person in charge of the bankruptcy administrator, Zhao Rucang, was not only a lawyer, but also a civil servant, which was a procedural violation.
"As a legal worker of the county government and as an insolvency administrator, in fact, he and Zhang Gong Distillery have an interest and should be recused." The Ningling County Court issued us a bankruptcy notice appointing the Beijing-Hong Kong Law Firm as the bankruptcy administrator, which was also not in compliance with the regulations. ”
In accordance with the relevant laws and regulations, the court shall publicly appoint the administrator in a random manner such as waiting, drawing lots, and lottery numbers to determine the bankruptcy administrator. Ma Guoqiang, the judge in charge of the case at the Ningling County Court, said that the Ningling County Court is the first time to accept such a complex bankruptcy case, and the bankruptcy restructuring of Zhanggong Distillery is of great importance, the social concern is high, and the county-level court is slightly inexperienced. With regard to the appointment of the insolvency representative, the court admitted that it was not strictly in accordance with the law.
"First of all, it is a major case, the debt is complex, we are not letting it be broken, but letting it be revived, not a single liquidation case, it is a reorganization case, and we did not consider the lottery." Coupled with the fact that the government did some before bankruptcy, those were irreplaceable to others. Reorganize the ideas, the work plan, these are all what they do, integrate into it, and we directly specify it. ”
Ma Guoqiang revealed that they went to the Supreme People's Court last year for consultation, and the judges of the Supreme People's Court pointed out some procedural problems in the case.
"They also have opinions. Saying that you directly appoint the bankruptcy representative is a bit in conflict with the provisions of article 20 of the relevant judicial interpretations, and it is not strictly in accordance with the random method. Then talk about the identity of Zhao Rucang, he is a civil servant, we don't know, the manager is a team, is an institution not an individual. However, the SPC also argued that he was a civil servant and was not suitable for the role of manager. ”
Ma Guoqiang said: The Ningling County Court has decided to replace the bankruptcy administrator in accordance with the SPC's recommendations and the requirements of the Shangqiu City Discipline Inspection Commission.
"To replace the bankruptcy administrator, our collegial panel is considering how to replace it, according to the legal procedures, who should be who, let them perform their duties, the new and old administrators are handed over, and the work plan is reported to us for approval by the creditors' meeting."
Question 2: Does it constitute the loss of state-owned assets?
Meng Yan, chairman of Zhanggong Liquor, questioned that some state-owned assets were assessed at low prices, resulting in the loss of huge state-owned assets.
"The brewery we leased was the largest 11-meter-high saddle-shaped brewing workshop in Asia opened in 1995 and was assessed at 1,070 yuan per square meter, while the brick-concrete brewing workshop with a brick-concrete structure of less than 4 meters opened in the South Plant in 1982 was rated 1 square meter for 1,400 yuan. A new toilet built by the South Factory in 2014 actually assessed 1640 yuan per square meter. We were in charge of the operation at the time, and we were dumbfounded after comparing them one by one. ”
North Factory Zhanggong Winery leased and operated the brewing workshop of the former Zhanggong Distillery
The Voice of China reporter has visited the north factory of Zhanggong Liquor Leasing and Operating and the South Factory of Zhanggong Old Wine Leasing, both of which seem to be relatively deserted, and it can be seen that during the lease operation, the two enterprises have carried out maintenance and reinforcement and construction of the original factory area. Zhang Shenjie, deputy general manager of Zhanggong Old Wine, said that when Zhang Gong Old Wine took over the South Factory area in 2012, it was an old factory area that had been abandoned for 13 years.
"The cellar is also all broken, because the plant is all leaky, 13 years without maintenance, basically more than the investment in a new plant."
Under the leadership of Zhang Shenjie, the reporter found the toilet where Meng Yan of Zhang Bow Wine Industry believed that the evaluation was unfair. This toilet is not large, located in a remote corner of the south factory area, it is covered with dust, it seems that it has never been used since it was built.
Zhanggong Liquor industry questioned the price of the new toilet of Zhanggong Old Wine being higher than that of the brewing workshop of the North Factory, and this picture shows the newly built toilet of the South Factory
This reporter learned from the Ningling County Court that last year, the Shangqiu City Discipline Inspection Commission Supervision Commission intervened in investigating the loss of state-owned assets of the "Zhanggong Distillery," and last year the Supreme People's Court also gave opinions and suggestions on the problems encountered in the process of bankruptcy and restructuring of the "Zhanggong Distillery" in the form of judicial poverty alleviation, and also issued minutes of the meeting. Although the reporter repeatedly asked Ningling County for inspection, he never saw the investigation conclusions of the Shangqiu City Discipline Inspection Commission and the minutes of the SPC meeting.
Question point three: Does Zhang Gong's old wine have "remorse" in the end?
Meng Yan, chairman of Zhanggong Liquor, who leases the operation of the North Factory, said that at present, Zhanggong Liquor has been forced to stop production because after the successful bidding of Zhanggong Old Wine in the South Factory, it has not paid the bidding amount in full and has formed a "regret auction".
"The delister who extracts this bankrupt asset must deliver the remaining 365 million yuan in addition to the 50 million yuan deposit within 15 days, otherwise it will cause remorse, and the articles 9 and 10 of the bidder's notice are written very clearly."
Zhang Shenjie, deputy general manager of Zhang Gong Laojiu, said that there is no "remorse", and Zhang Gong Laojiu is legally exercising the "right of uneasiness defense".
"Normally, we have won the bid, and the next day Zhanggong Liquor is still using the Zhanggong brand trademark, and 15 days later it is still operating in the North Factory, it does not have the delivery conditions, according to the law, we have the 'right to defend against uneasiness'."
Zhang Shenjie told the Voice of China reporter that in addition to the 50 million yuan deposit paid at the time of the auction, after the successful bidding, Zhang Gong Old Wine and the bankruptcy administrator reached an agreement, and recovered 100 million cash, and the remaining amount will be paid after the dispute is lifted.
"If you don't have the conditions, the rest of the money will certainly not be delivered." We reached an agreement with the insolvency representative that those that could be delivered would be delivered first, and those that could not be delivered would be put on hold for the time being. ”
Zhang Shenjie believes that as a successful bidder, the "Zhang Gong" trademark has been purchased by Zhang Gong Old Wine and should have delivery conditions, but as long as Zhang Bow's trademark right is not transferred from Zhang Bow Wine to Zhang Bow Old Wine, Zhang Bow Old Wine cannot be used.
Cui Jiuzeng, director of the ningling county government office, told the Voice of China reporter that the two enterprises of Zhanggong Liquor and Zhanggong Old Wine, for the Ningling County Government, the palms of their hands and the backs of their hands are meat, and they have made certain contributions to the economic development of Ningling. In terms of tax scale alone, due to the trademark rights of Zhanggong Liquor for 20 years, Zhanggong Liquor has slightly better in the national market performance.
"The lawyer reflected is not legal, and the procedure is legal or illegal, and it is up to the court to decide." This question was asked to the SPC twice. The so-called loss of state-owned assets has been auctioned so much at once, how can it be the loss of state-owned assets? When the Municipal Commission for Discipline Inspection investigated the case, it did not say anything more about this matter. ”
As for the bidder Henan Zhanggong Old Wine Co., Ltd., who did not pay the bidding price in full as agreed, Ma Guoqiang, the judge in charge of the case at the Ningling County Court, said that the composition of the assets auctioned by Zhanggong Distillery to the outside world was relatively complex, and it must be evaluated as a whole and cannot be dismantled.
What role did the Ningling County Party Committee and County Government play in the bankruptcy and restructuring of the "ZhangGong Distillery"? How to break the ice and move forward with the restructuring of Zhang Bow Distillery, which was once in a stalemate? Can the doubts become clearer? Regarding the progress of things, the Voice of China will continue to pay attention to it.
Column Editor-in-Chief: Tao Feng Text Editor: Yang Rong Title Image Source: Visual China Image Editor: Shao Jing