Tear your face completely! Hengtai Aipu has a fierce internal battle, and has received seven customs note letters during the year
Wang Yiming
Hengtai Aipu (300157) once again received a letter of regulatory concern due to internal fighting.
On March 6, Shenzhen Stock Exchange issued a letter of concern to Hengtai Aipu, requesting the company to further explain the relevant matters in combination with the disclosed reply. According to the reporter of securities times · e company, this is the seventh letter of concern received by the company this year.
Some directors believe that there are significant false statements in the announcement
Originally, Hengtai Aipu disclosed its reply to the attention letters issued by the exchange on February 21 and February 24. Both reply announcements showed that the directors of the company Zhang Houji, Li Xianyao and Guo Rong said, “I don’t agree with all the contents replied in the name of the company today. I think there are major false statements in the announcement, which will seriously mislead investors. If the Securities Department of the company makes an announcement without authorization, I will instruct the company to immediately investigate the legal responsibilities of relevant personnel”; The directors sun Yuqin, Li Wanjun, Liu Qingfeng and Wang Pu agreed with the opinions of the above three directors.
In this letter of concern, Shenzhen stock exchange requires the directors of the company Sun Yuqin, Zhang Houji, Li Xianyao, Li Wanjun, Liu Qingfeng, Guo Rong and Wang Pu to explain the specific reasons for disagreeing with the contents of the announcement, and clearly explain the specific contents, judgment basis and verification of major false statements in the announcement, In combination with the above situation, explain whether the dissenting opinions on the announcement that cannot guarantee the authenticity, accuracy and integrity of the announcement are based on sufficient and objective evidence, and whether there is any abuse of the right to express dissenting opinions.
The company and the other five directors are also required to explain whether they guarantee that the contents of the two announcements are true, accurate and complete without false records, misleading statements or major omissions; At the same time, respond to the objections of the above seven directors.
The attention letter of Shenzhen Stock Exchange pointed out that from the content of the reply, the directors of the company have a clear understanding of whether the fourth meeting of the Fifth Board of directors was held and formed an effective resolution, whether the deputy chairman Wang lifeI’s acting as chairman and Secretary of the board of directors is legal and effective, whether shuosheng technology has the qualification to convene the temporary shareholders’ meeting and whether the convening procedures comply with the legal provisions There are great disputes over whether the reasons for the dismissal of sun Yuqin as a director are tenable or not.
Please explain whether your opinions on the above matters are based on the company governance law and the company governance law Under the framework of relevant laws, regulations and regulatory rules, actively promote the resolution of internal contradictions and disputes caused by the above matters, whether legal and reasonable relief measures are actively taken to safeguard the legitimate rights and interests of the company and minority shareholders, and whether improper and excessive rights protection actions are taken to prevent the company from fulfilling its information disclosure obligations according to law The situation that hinders the standardized operation of the company’s internal governance mechanism and the exercise of shareholders’ legitimate rights, and in combination with the above situation, explain whether the directors have faithfully and diligently performed their duties since the establishment of the Fifth Board of directors. “ Follow letter display.
Shenzhen Stock Exchange also requires the company to further explain the internal audit of the announcement disclosed since February 21 in combination with the implementation of the internal management system of information disclosure, including but not limited to whether an effective arrangement for directors to review the announcement has been established, whether necessary conditions have been provided for directors to review, and whether the opinions of each director on the contents of the announcement have been fully and truthfully disclosed.
The controlling shareholder proposes to remove the relevant directors
According to the reporter of securities times · e company, Hengtai Aipu may not be surprised to receive the attention letter again. Previously, the continuous struggle within the company has been put on the table.
On February 23 this year, Hengtai Aipu disclosed the announcement on the resolution of the second meeting of the Fifth Board of supervisors and the notice on convening the first extraordinary general meeting of shareholders in 2022. The announcement showed that shuosheng technology, the controlling shareholder of Hengtai Aipu, requested the board of supervisors to convene an extraordinary general meeting of shareholders and review the proposal on removing sun Yuqin from the post of director; The meeting time of the general meeting of shareholders is March 11.
The above recall motion states that: the company is currently in difficulties in operation, about 940 million debts are due and some are in the process of court enforcement. If an agreement is not reached with creditors in time, the core assets of xinjinhua and other companies will be sold off at a low price to repay some debts, which is obviously not in line with the interests of the company and all shareholders. For example, the core assets of the company will be sold off at a low price, At that time, the company will be unable to reverse the current difficult situation.
In view of the above urgent situation, after many hard negotiations with the creditors and with the support of shuosheng technology, the relevant creditors agreed to temporarily suspend the enforcement procedure and agree to the company’s installment repayment, thus forming a relatively favorable settlement agreement (Draft) for the company.
After the above settlement agreement (Draft) was submitted to the then Chairman Sun Yuqin on January 13, 2022, sun Yuqin has not actively convened the board of directors to review the settlement agreement (Draft). The directors, senior managers and creditors of the rear branch urged and asked the company to convene the board meeting as soon as possible, but Sun Yuqin still ignored it.
Finally, the proposal said that sun Yuqin, as a director, obviously lacked understanding of the company’s current situation and development strategy. Sun Yuqin’s above-mentioned behavior damaged the interests of the company and all shareholders, especially small and medium-sized shareholders, and seriously hindered the development of the company in a difficult period. In order to promote the company to solve the current serious difficult situation as soon as possible and promote the company to gradually embark on the road of normal operation and development, the board of supervisors is requested to convene and preside over the first extraordinary general meeting of shareholders in 2022 and consider the proposal to remove sun Yuqin from the post of director.
In a rather dramatic scene, the announcement also showed that at 9:04 on February 23, less than an hour before the meeting of the board of supervisors, sun Yuqin, the director and general manager of the company, sent an email to Feng Shanshan, the employee representative supervisor, and Mr. Liu Hong, the chairman of the board of supervisors, In the name of the company, he “terminated” the labor relationship between the company and Feng Shanshan on the grounds of “being absent from work for 3 consecutive days and leaving late and early for many consecutive days”, and claimed that Feng Shanshan no longer has the qualification of employee supervisor.
However, the board of supervisors of the company believes that sun Yuqin, as the general manager of the company, has “terminated” the labor relationship with Ms. Feng Shanshan in the name of the company without performing the necessary procedures in accordance with the relevant systems of the company, which violates the relevant systems of the company; Sun Yuqin has no legal basis and effect on Feng Shanshan’s dismissal and dismissal