The Actual Controller Has Changed To &Nbsp Before Listing; Jiangsu Friends Have Been Hiding For 6 Years.

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In May 2005, a listed company under the Nantong municipal government of Jiangsu province was put on the market. It was not until today March 26, 2010 that it suddenly announced that the executive level of the company had indirectly acquired the shareholding of the major shareholder and became the actual controller, and the acquisition took place before 2004, and the share pfer had never been disclosed for 6 years.

At present, the value of the stock is more than 400 million yuan, while the cost of executives is only 79 million 220 thousand yuan.

The listed company is Jiangsu three friends (002044, closing price of 10.05 yuan), from the current situation, whether it is a listed company or related parties, has been suspected of serious violations of information disclosure; suspected IPO material fraud; suspected annual calendar report.

Control changes in 2004

First of all, let's take a look at the detailed report on equity changes published today.

The reporting information disclosure obligation, the pferee is the listed company's current chairman Zhang Pu, the pferor is the Nantong Textile Industry Association.

In June 5, 2004, Nantong Textile Industry Association and Zhang Pu, Chang Xiaogang, Xie Jinhua and other 9 people signed the "Nantong friendship Industrial Co., Ltd. equity pfer agreement".

The subject matter of the pfer is the 53.125% equity interest of Nantong friendship Industrial Co., Ltd. (hereinafter referred to as "friendship industry"), which is held by the Nantong Textile Industry Association (hereinafter referred to as the Associated Press).

According to the report of the accounting firm at that time, the net assets of the company after the adjustment of the friendship industry were 169 million yuan, the associated public stock accounted for 53.125% of the total share capital, and the associated public interest was 90 million 300 thousand yuan.

But the announcement also said

The 53.125% share was "divided" by 9 executives of the company, of whom the highest proportion of Zhang Pu's surrender was 25.50%, and that of Chang Xiaogang was 8.025%, while the remaining shares were 4% and 2.32% respectively.

In June 5, 2004, the two sides signed the agreement.

Friendship industry completed the registration of industrial and commercial change in May 19, 2006.

That is to say, before the change, the majority shareholder of Jiangsu Sanyou big shareholder friendship industry is associated press, holding 82.9%, Zhang Pu and others hold the rest of the stock.

But after the completion of the change, the actual controller of the friendship industry became Zhang Pu, holding 30% of the shares, just 0.225% more than that of the associated press.

Thus, the actual controllers of Jiangsu three friends changed from the associated press to the natural person Zhang Pu.

Actual control of life change has never been announced.

But all this has not been announced for 6 years.

The three friends of Jiangsu were listed in May 18, 2005. The pfer of these shares took place in June 2004, that is, before the listing. However, the "daily economic news" reporter consulted the prospectus of the company. In the brief introduction of the 53 page of the prospectus, it announced that there were two equity changes before the listing of the friendship industry: a friendship garment factory restructuring, one trade union pfer, but the above share pfer was not mentioned.

Apparently, he was suspected of fraud in IPO materials.

The prospectus of the 58 page of the prospectus is more clear. The company owns 82.9% of the friendship industry, Zhang Pu and other 8 executives hold 17.1% of the shares.

Due to the announcement that the industrial and commercial registration was completed only in 2006, the daily economic news reporter focused on the company announcement in 2006 and did not publish the above pfer information.

Even in the 2008 annual report, it was clearly stated that as at the end of the reporting period, the controlling shareholders and actual controllers of the company had not changed, and they were still friendship industries and associated press.

And the annual report also clearly shows that the union holds 82.90% of the friendship industry.

Obviously, the three friends of Jiangsu are also suspected of making false reports over the years, and are suspected of serious violations of information disclosure.