*ST Gao Sheng (000971): Violation Guarantees Are Repeated. Many Directors Have Accused The Real Controller Of Dishonesty.

Since the company broke out in July 2018, there has been a series of new irregularities in *ST's high rise (000971). In recent days, there have been several "real hammers" which violate the guarantee.

Illegal realistic hammer

In July last year, *ST Gaosheng revealed in a notice on the reply to the Shenzhen stock exchange's inquiry letter that the listed company provided substantial guarantees for the Chinese partner of the real controlling party. At that time, the Chinese IDC project was faced with financial difficulties in construction and sought short-term temporary financing. The loan conditions of the investors were listed companies as common borrowers. The company granted substantial guarantee by way of joint borrowing, but failed to fulfill the relevant internal approval procedures and external announcements. However, this is only the beginning of the violation of the company's regulations. Recently, there has been a continuous violation of the real hammer, and the company's illegal activities are far more than just one of China's gambling activities.

In June 28, 2019, the higher people's Court of Beijing issued the civil ruling of Gaosheng Cmi Holdings Ltd and Beijing Bi Tian Fortune Investment Co., Ltd. in civil trial and supervision. The ruling stated that *ST Gaosheng had provided the board resolution to bi Tian fortune, and *ST promoted the actual controller Wei Zhenyu as the *ST high rise chairman to issue a letter of commitment to sign the validity of the resolution. In April 24, 2017, Reed, the largest shareholder of the company, signed the loan contract with Tian Tian fortune, lending RMB 100 million yuan from Yu Tian fortune to Yu Chi Reed. *ST Gaosheng and Bi Tian fortune signed the guarantee contract, providing joint and several liability guarantee for *ST Gaosheng in respect of the payment obligation of pitian wealth under the loan contract (main contract). The guarantee period shall be two years from the date of the expiration of the term of debt under the contract. *ST Gaosheng announced in the evening of July 22nd, after verification, the company held in recent years, the shareholders' meeting and the relevant minutes of the board of directors, meeting resolutions and announcements, did not find that the company had convened any meeting involving guarantee matters in the case of Bi Tian wealth, and did not pass any decisions on this matter, nor did it provide any board resolution documents to the fortune fortune court and the court.

In addition to the dispute over Beijing's fortune's loan, *ST has other private lending disputes and has recently entered the litigation stage. According to *ST Gao Sheng's previous announcement, in July 2018, the major shareholder related party culture Silicon Valley borrowed 20 million yuan to the natural person Dong Yun Wei and Yan Yu Qing due to tight funds. The total amount was 40 million yuan, and the loan period was 3 months. The loan fund was remitted to the designated bank account of Beijing Silicon Valley, which was used for the construction of Fangshan data center project. According to the "loan guarantee situation of Dong Yunwei and Yan Yu Qing" provided by the major shareholder related party culture Silicon Valley, the listed company provides joint and several liability guarantee guarantee for the two loans mentioned above. *ST Gao Sheng recently announced that, in response to this matter, the company received the "Notice of action" and relevant legal documents issued by Beijing NO.4 middle court in July 19th. However, the company said that the above-mentioned loan and guarantee agreement was caused by the company's current chairman who did not use the company's seal without the company's approval procedures. The actual use of the loan fund was the Silicon Valley of the related party culture of the major shareholder of the company, and the company was unaware of the loan item. In view of the company's ongoing violations, investors holding the stock in the evening of August 17, 2018 can send their names, telephone numbers and transaction records to jzqsp2016@126.com's mailbox to participate in the claim made by the "easy claim" channel of Jinling Evening News, and do not have to pay any prior fees before obtaining compensation.

Several directors have accused the real controller of dishonesty.

Despite the fact that the company had disclosed irregularities in the past year, new facts have emerged that the company's real controller is not fully accountable at the very beginning. When the company's semi annual report was released in 2018, Chen Guoxin, radar, Tian Ying Chun, Zhao Liang, Xu Lei, Dong Hong and Yuan Jianing, supervisors, Gu Jun, senior manager Zuo Feng, Pu Wei, Zhang Chi, Tang Wen jointly issued a statement: the company's actual controller, the eighth chairman of the board of directors Wei Zhenyu, and the ninth chairman of the board of directors, in the absence of compliance with the official seal of the listed company to use the process, the company as a common borrower or guarantor, the actual controller of the relevant party provided a total of 315 million yuan guarantee. In the evening of September 28, 2018, the company issued a notice on the progress of external guarantee and capital occupation, and introduced the latest situation. The amount of collateral guaranteed by the company has also been raised. It has risen from 315 million yuan in the semi annual report to 340 million yuan. At that time, seven directors of the notice abstained, and several directors directly accused the family of the real control of the company's dishonesty in expressing the grounds for abstention.

The directors of the company Xu Lei, Dong Hong and Yuan Jianing abstained from voting on the motion and issued the following opinion: in view of the fact that the listed company's actual controllers and their families have always been dishonest, and many false promises have no other concealment guarantee or loan, they can not guarantee the integrity of this announcement. It is suggested that the minor shareholders may still have the illegal guarantee or loan items deliberately concealed by the large shareholders in this announcement, and investors should pay attention to the investment risks. The company's independent director radars and Chen Guoxin abstained from voting on the motion and made the following comments: the fourteenth meeting of the ninth board of directors of Cmi Holdings Ltd is not guaranteed integrity. Tian Chun Chun and Zhao Liang, the independent director of the company, abstained from voting on the bill and made the following comments: in view of the fact that large shareholders have always been dishonest and unable to guarantee the integrity of this announcement, it is suggested that minority shareholders may still have large shareholders' deliberate concealment of illegal insurance matters outside the notice, and pay attention to investment risks.

Judging by the position of the seven directors at that time, they were worried that other irregularities had not been announced, and their fears became a reality.

In addition, there are 8 judicial auctions of *ST Gaosheng shares of Yu Chi Reed and LAN Ding Industrial Company, totaling 179 million shares, accounting for 16.47% of the total share capital. However, the securities times e reporter found on the judicial auction platform that the other 7 auctions originally scheduled for July 16th, August 14th and August 31st were in a "suspension" state, and the page showed "due to statutory reasons" or "Wei Zhenyu".