79 "Penalty Tickets" Directly Refer To The Actual Controllers Of Listed Companies: Venture Shareholders Repeatedly Commit Gross Occupation And Skilled Players Make Tricks

According to the statistics of the 21st Century Capital Research Institute, as of September 11, 2020, 79 "fines" in the A-share market directly refer to the actual controllers of listed companies.

Illegal use of funds and financial fraud become typical.

"We are also trying to control the hands of the actual controller." A Dong secretary said in a communication with the 21st century economic reporter.

Frankly speaking, it is difficult to avoid the real controller relying on the platform of listed companies to carry out business association with other assets. The existence of assets or trade delivery between the actual controller and the listed company will bring great pressure on the directors, secretaries and CFOs.

Typically, when interviewed, the actual controller of a chemical listed company is also complacent about the establishment of an industrial closed-loop. How to avoid the possible conflict of interest and even capital occupation with the listed company, he thinks that "the professional manager team will handle the relevant matters well".

It's still a sunny trade. Some actual controllers of listed companies have not gone through the decision-making process of listed companies, capital occupation, and even financial fraud cases, which have a greater impact. The 21st Century Capital Research Institute found that the company's major events, capital occupation, false or seriously misleading statements of information disclosure were not disclosed in time, and a number of illegal "black box operations" by the actual controllers of A-share listed companies eventually laid a "thunder" for the company's operation.

At the same time, the regulatory authorities "comprehensively use a multi case investigation, administrative punishment, market ban, administrative reconciliation, compulsory delisting of major violations and criminal accountability, civil compensation, integrity punishment, reporting reward and other all-round and three-dimensional accountability mechanisms, so as to effectively increase the illegal costs of shareholders, actual controllers, directors, supervisors and senior managers".

"Precise supervision, precise punishment, and heavier punishment for actual controllers of major shareholders." Close to regulators said.

The market expects change, but it is difficult to achieve it overnight.

There are many ways to illegally occupy funds

"The temptation of capital, especially for the real controllers of some listed companies with industrial background, is too big. After enterprises become bigger, they are also most likely to ignore the boundary between enterprises and individuals, and ignore the requirements of listed companies' governance. " On September 11, an investment bank personage in Beijing confessed to the 21st century economic reporter.

Among the 79 "fines", 11 involved "illegal occupation of funds" by major shareholders or actual controllers.

For example, the actual controllers of listed companies directly misappropriate, or lead the listed companies to develop so-called new businesses, or conduct some transactions or investments without commercial substance, so that the funds eventually flow to the actual controllers.

According to the 21st century economic report, on June 16 this year, Zhongwei Electronics (300270. SZ), the main security video surveillance industry, and Shi Xugang, the company's actual controller, were issued a warning letter by Zhejiang securities regulatory bureau.

Zhejiang Securities Regulatory Bureau found in the daily supervision that Zhongwei electronics had three problems: the actual controller illegally occupied the funds; did not use the raised funds according to the regulations; and the performance disclosure of regular reports was not accurate.

Shi Xugang, the actual controller of Zhongwei electronics, is a typical successful case of University expert entrepreneurship. As early as March 2000, Zhejiang University of technology agreed with Shi Xugang to set up Zhongwei Co., Ltd. as a part-time founder to start its business process.

Zhongwei electronics replied to the inquiry of Shenzhen Stock Exchange on the annual report of 2019 and further disclosed a lot of details.

At the end of 2019, Zhongwei Electronics Co., Ltd. and the accounting firm conducted a self-examination and found that the raised funds of 9.556 million yuan eventually flowed to Shi Xugang's personal or non pledge creditor's account by paying the supplier with no commercial substance; in addition, the company's capital of 18.204 million yuan was loaned by Zhang, Yu, Zhao, Feng and Chen Employees of a company, Qin Xyan and other companies transfer out, and eventually flow to Shi Xugang's personal and non pledge creditor's accounts; there is a part of the company's fund of 424600 yuan, which is directed by Shi Xugang and transferred to its affiliated enterprise Zhongwei Huiyun by bank transfer, so as to solve the temporary turnover needs of Zhongwei Huiyun.

For the above violations, Zhejiang Securities Regulatory Bureau issued a warning letter to Shi Xugang, chairman and general manager of Zhongwei electronics; he Shanshan, deputy general manager; Sun Lin, Secretary of the board; Xu zaojin, the then chief financial officer; Zhou Jinye, the then chief financial officer; which were recorded in the integrity file of the securities futures market.

Similar cases are not uncommon.

In the case of Lanzhou minbai (600738. SH), the largest commercial listed company in Northwest China, the former actual controller Zhu Baoliang also illegally occupied the company's funds, and received a warning letter from Gansu securities regulatory bureau.

Zhu Baoliang was once one of the most famous business tycoons in Tonglu County of Zhejiang Province. He was born in a humble age and started his own business with great legend.

Gansu Securities Regulatory Bureau found that Zhu Baoliang, as the actual controller of Lanzhou minbai, occupied 11.7356 million yuan of Lanzhou minbai capital for non operating purposes from 2017 to 2019, and the occupied funds have been fully returned. However, this matter was not reported to the board of directors of Lanzhou minbai in a timely manner, and failed to fulfill the relevant information disclosure obligations, which violated the public commitment of "not illegally occupying the funds, assets and other resources of Lanzhou minbai" made by Zhu Baoliang in June 2016.

It is sad that Zhu Baoliang was arrested by the public security organ on January 15, 2020 for suspected crimes.

Perhaps investors should be glad that half a year later, Lanzhou minbai announced the news of the change of owners.

On the evening of July 25, Lanzhou minbai announced that on July 24, the original controlling shareholder Honglou Group Co., Ltd. transferred 155 million shares (20% of the total share capital) of the company to Zhejiang Yuanming Holding Co., Ltd. by agreement. The transfer price was RMB 1 billion before tax. In addition, Honglou Group intends to entrust the voting rights corresponding to 77.26 million shares (9.99% of the total share capital of the company) to Yuanming holdings.

After accepting the voting right entrustment, Yuanming holding can control 29.99% of the shares of the listed companies, which means that the actual controller of Lanzhou minbai will be changed from Zhu Baoliang to the Management Committee of Lishui Economic and Technological Development Zone.

A similar scene is that Zhongwei electronics is also planning to sell itself to local state-owned assets.

The trading partner is Xinxiang industry fund No.1 with the background of Xinxiang Municipal People's Government of Henan Province.

At present, the Ministry of Economic Affairs said that Zhongwei will continue to disclose the progress of its acquisition through the electronic announcement on September 21.

The fall of "the first stock of soy sauce" St Jiajia

Compared with SZ, CSMC is still under the influence of SZ.

As a well-known seasoning enterprise of a share, St plus was listed on the SME board in 2012, known as "the first share of soy sauce". However, there are many loopholes in corporate governance.

According to the punishment letter issued by Hunan securities regulatory bureau, "from March 7, 2017 to January 30, 2018, in order to provide a pledge for financing external factoring institutions or helping the controlling shareholder Hunan Zhuoyue to borrow abroad, Yang Zhen, then chairman of Jiajia food, instructed Jiajia food financial personnel to collect the bank U shield and password of the company's cashier and security, and the check U shield and password kept by the company's deputy chief financial officer, It is handed over to Cai Zhaozhen, chief financial officer of Hunan Province. Cai Zhaozhen instructs Hu'nan excellent accountant Zhou Xiaoming to use Jiajia food's bank U shield and password to issue commercial acceptance bills to related parties Ningxia kekemei Bioengineering Co., Ltd. (Ningxia kekemei) and Ningxia Yumi Starch Co., Ltd. (Ningxia Yumi starch) through online banking, with a total amount of 698.8 million yuan, We will issue a commercial acceptance bill of 20 million yuan to Shenzhen Agricultural century agricultural science and Technology Development Co., Ltd. designated by Yang Zhen.

"This kind of deal is too bold, but it's not uncommon among listed companies." A professional secretary said in an interview with 21st century economic reporter.

The person in charge directly responsible for the above illegal acts is Yang Zhen, the actual controller of Jiajia food.

It is also under the leadership of Yang Zhen that Jiajia group has achieved a scale of more than 1 billion yuan from several million yuan in the initial stage of its business. "CCTV advertising king", "seize the rural market" and so on, once also let Yang Zhenfeng head.

In addition, in June this year, St plus found in the self-examination that there were illegal guarantees for the controlling shareholder Hunan youyou and its related parties. Preferred capital for controlling shareholders and related parties, the principal balance of illegal external guarantee of Hunan Sanxiang Bank Co., Ltd. totaled 466 million yuan, accounting for 19.94% of the company's latest audited net assets.

According to the regulations of Shenzhen Stock Exchange, the balance of external guarantee provided by the company in violation of the prescribed procedures is more than 50 million yuan, and has reached more than 10% of the latest audited net assets of the company, and St plus is subject to other risk warnings.

The latest news of this listed company is that on the morning of September 2, the actual controller of Jiajia Food Group Co., Ltd. deployed the work of the second half of the year by Yang Zhen, the actual controller of Jiajia food group.

Financial fraud beautifies financial report

In addition to illegal occupation of funds, financial fraud is also a major performance of the actual controller of listed companies beyond the bottom line.

Take data as an example, of the 79 "fines", 28 involved "false or seriously misleading information disclosure statements".

"In this case, capital is more shocking." According to the above investment banks.

One of the most important reasons for kangdexin's fraud of 11.9 billion yuan, which is well known to the market, is that the actual controller Zhong Yu proposed false performance indicators.

"In particular, related party transactions are easy to manipulate profits, such as transferring profits, making high incomes and low costs through related parties; or transferring funds and transferring funds to other places through related parties are all means of financial fraud," a financial practitioner in Shanghai pointed out to the 21st century economic report reporter on September 11.

In addition, * ST Renzhi (002629. SZ) also beautifies the financial statements through fictitious business entry.

In 2017, the company signed a business contract with Renzhi Technology Co., Ltd. After that, Renzhi signed the engineering cooperation business contract with Daqing pioneer engineering exploration Co., Ltd. to outsource the business from guoshineng to the pioneer.

This series of contracts and related agreements have not been actually implemented.

Renzhi shares, in the same way in 2017, recognized the business income of 57.4287 million yuan in steel trade business and 51.3248 million yuan of operating costs

This kind of play, even in the IPO breakthrough link is also common.

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