ST Gaosheng (000971): Abnormal Fluctuations In Stock Trading

All members of the company and the board of directors guarantee that the contents of the information disclosure are true, accurate and complete, without false records, misleading statements or major omissions.

I. Introduction of abnormal fluctuations in stock pactions

Gaosheng Cmi Holdings Ltd (hereinafter referred to as "company") stock (Stock Code: 000971, securities short: *ST high rise) on May 7, 2019, 8, 9, three consecutive trading days closing price declines deviated from the value of the "Shenzhen stock exchange rules" closed to the abnormal fluctuations in stock trading provisions, which is abnormal fluctuations in stock pactions.

Two, the company concerned and verified the relevant situation.

In view of the abnormal fluctuation of the company's stock price, the company's board of directors is concerned, consulted, checked and verified.

There is no need for correction and complements in the information disclosed by the company in the early stage; no public information has been reported on the recent public media that may have or has had a significant impact on the stock trading price of the company. Recently, the company's operating conditions and internal and external business environment do not exist or are expected to undergo major changes. There are no major issues that should be disclosed by the company, major shareholders or actual controllers, or important matters in the planning stage.

During the abnormal fluctuation of stock trading, there is no stock trading situation between major shareholders and actual controllers.

Three. Is there a description of information that should be disclosed without disclosing information?

The board of directors of the company has further verified that the company does not currently have any disclosures that are not disclosed according to the relevant provisions of the Shenzhen Stock Exchange listing rules or related matters such as planning, negotiation, intention, agreement, etc., and the board of directors has not received the information disclosed by the company under the relevant provisions of the Shenzhen Stock Exchange Listing Rules and has no significant effect on the stock price of the company.

Four. Risk warning that listed companies consider necessary.

(1) major risk prompts

1, through the company's inquiry and understanding to major shareholders and actual controllers, the company has not yet effectively resolved the issue of providing guarantees and joint loans to major shareholders and their associated parties. As of December 31, 2018, the balance of principal and interest of the above violation guarantees and common loans was 1 billion 767 million 369 thousand and 700 yuan.

Before major shareholders and their associated parties fail to repay the loan and dissolve the company's joint and several liability, the company may face the creditors' judicial proceedings.

At the same time, at the end of 2018, the company made an estimated debt of 621 million yuan on the above-mentioned illegal guarantee and joint loan, and included in the 2018 annual operating expenses, which had a significant impact on the company's operating results.

For example, a subsequent company will pay the related debt in the form of a guaranty obligation, which will further negatively affect the financial situation of the listed company.

We invite investors to pay attention to investment risk.

2, the central public accounting firm (special general partnership) hired by the company has audited the company's financial statements for the year 2018. Because of the integrity of the company's external guarantee and related pactions, the reasonableness of the expected loss of guarantee, the recoverability of other receivables, the accuracy of the financial assets that are measured and measured in the fair value and the changes in the current profits and losses, the accuracy of the deferred income tax liabilities, and the company's investigation by the China Securities Regulatory Commission, the central public accounting firm has issued an endless public hearing (2019) No. 011762 "audit report". For this reason, the company's stock has been warned of the risk of delisting, and investors are invited to pay attention to the risk of investment.

3, the company is suspected of information disclosure violations, is currently being investigated by the China Securities Regulatory Commission.

If the company touches on the illegal issuance or disclosure of major information under article 13.2.1 of the Shenzhen Stock Exchange Listing Rules, the company's shares may be suspended from listing by the Shenzhen stock exchange.

The company is actively cooperating with the investigation. As of the announcement date, the company has not yet received the concluding investigation opinion or relevant progress document of the CSRC, so investors should pay attention to the investment risk.

4, in May 2, 2018, the company received the approval issued by the China Securities Regulatory Commission in April 27, 2018 on the approval of Gaosheng Cmi Holdings Ltd's issue of shares to Liu Fengqin and the purchase of assets and raise matching funds. (the SFC's license No. [2018]757), former permitted company issued a total of 66856456 shares to 26 natural persons, such as Liu Fengqin, to purchase related assets. Former permitted company's non-public offering shares raised no more than 453 million 830 thousand yuan, and the reply was valid within 12 months from the date of issuance.

The validity period of the above approval has expired, and the company can not raise the equity cash consideration through the non-public offering shares.

Up to now, the company still needs to pay 408 million 534 thousand and 800 yuan to 55 natural persons and Jun Feng Huayi such as Liu Fengqin.

The company will make reasonable arrangements for future financing based on its own development needs and market conditions.

In addition to the above matters, there is still a risk that the company can not complete the payment of shares in accordance with the agreement in accordance with the agreement.

The company has received the "Notice of respondent" and relevant legal documents issued by the intermediate people's Court of Shenzhen municipality of Guangdong province (hereinafter referred to as "Shenzhen intermediate court") (831) in Guangdong 03 early Republic of China, and Shenzhen Junfeng venture capital fund management Co., Ltd. (one of the former shareholders of Hua Qi Communications) paid 151 million yuan to the company in the middle court of Shenzhen for 151 million yuan, and has applied for pre litigation preservation of the company, which has frozen the bank account of Beijing Beijing high rise Data System Co., Ltd., a wholly owned subsidiary, with a freezing amount of 79 million 990 thousand yuan.

(two) after further self-examination, the board of directors of the company confirmed that there was no violation of information fair disclosure.

(three) the information disclosure media designated by the company are China Securities Daily, Shanghai Securities Daily, securities times, securities daily and www.cninfo.com.cn. All information of the company is based on the information contained in the above designated media, and investors are advised to invest rationally and pay attention to risks.

Notice hereby

Gaosheng Cmi Holdings Ltd

Board of directors

Two O 19 May 9th