The major suspension of the account *ST Zhong and the chairman of the company were investigated behind the operation of the capital

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The shareholders of \*ST Zhonghe (002070) are a mystery, and even the CSRC wants to find out.

On September 27, *ST Zhonghe announced that on September 26, the Securities and Futures Commission received the "Notice of Investigation" on the company's chairman Xu Jiancheng, because the company was suspected of information disclosure violations, according to the "People's Republic of China Securities Law", etc. Relevant regulations, the CSRC decided to conduct an investigation into Xu Jiancheng.

*ST Zhonghe stated that it was listed on the basis of the relevant provisions of the Securities and Futures Commission, "Several Provisions of Shareholders and Directors of the Listed Companies on the Reduction of Shares" and the Regulations of the Shenzhen Stock Exchange on "Shareholders and Directors, Supervisors and Senior Management of Listed Companies to Reduce Shareholdings" The company or the major shareholder and Dong Jiangao are suspected of committing crimes of securities and futures. They are listed as major shareholders of the listed company during the investigation by the CSRC or during the investigation by the judicial authorities, and after the administrative penalty decision or criminal judgment has been made for less than 6 months. Dong Jiangao may not reduce its shareholding. This means that *ST Zhonghe and major shareholders are planning to transfer the controlling stakes will be affected.

Such a situation is undoubtedly a big blow to the "Xu family" of *ST Zhonghe, because in the middle of August, *ST Zhongzhong and major shareholder Xu Jinhe had submitted the "Notice Letter", "Notice Letter" It said that it plans to transfer its own and Xu Jiancheng's controlling stake in Zhonghe Shares through share transfer and voting rights in order to pay off all debts of himself and Xu. If the transfer of the controlling shareholder by the major shareholder is completed, the controlling shareholder of the company will change.

With the investigation of the China Securities Regulatory Commission, "Xu's" "the whole body will retreat" will have no initiative. In fact, *ST Zhonghe lost 147 million yuan in 2015 and lost 48.295 million yuan in 2016. In the first half of 2017, the performance continued to be poor, with a loss of 69.014 million yuan. Today, only three months left in the year of the year, *ST Zhonghe had to face the pressure to suspend the listing.

The interface news was published on July 16th, "Deconstruction * ST Zhonghe: A real-control debt bond high-rise reduction war? "," the "Xu's" family has been reducing the number of shares in the past few years, as well as the pledge and borrowing behind it. In fact, from another clue, *ST Zhonghe is also a few years of capital operation.

*ST Zhonghe, which started in Putian, Fujian, was originally a company that develops and sells medium and high-grade cotton casual wear fabrics. After 2012, the company began to conduct capital operations frequently, and regardless of the outcome, the operation itself provided support for *ST Zhonghe's share price.

Large suspension

Since 2012, *ST Zhonghe has suspended trading for about 10 times due to capital operation. The cumulative suspension time is also rare in A-shares. It is even the most exaggerated record of not trading for half a year. At the same time, capital operation seems to be one of the important drivers of *ST public and stock price rise.

On July 9, 2012, *ST Zhonghe announced that it was suspended due to uncertainty in the planning of the acquisition of assets. This announcement is *ST Zhonghe's first suspension notice since its listing. The suspension of the trading was less than one month, that is, the reopening of the market on July 30 of that year, and the acquisition of the assets was the equity of Xiamen Lanshi held by Huangyan Trading.

According to the statement at the time, Xiamen Lanshi held the equity of Shenzhen Tianjiao and Abazhou Lifeng Lithium Industry. In addition, the actual controller of Yanfeng Lithium signed the letter of intent for the transfer, while Yanfeng Lithium held the equity of Jinxin Mining. After the resumption of trading on July 30, the stock price of *ST Zhonghe was like a flying arrow, which made a wave of 117% increase in more than 10 trading days.

Judging from the follow-up announcement, *ST Zhonghe invested RMB 1.6576 billion in the first phase in December 2012 and obtained 50.88% stake in Xiamen Lanshi; in June 2013, the second phase was RMB 1.5424 billion in place, *ST Zhonghe There are 66.67% shares of Zhonghe New Energy (formerly Xiamen Lanshi, renamed in March 2013).

On April 10, 2013, *ST Zhonghe ushered in another round of suspension. The announcement on the same day showed that it was planning to increase its holdings of the subsidiary. The follow-up information was to increase the holding of Yanfeng Lithium, but the matter was terminated due to immature conditions. The resumption time is April 24.

On April 9, 2014, *ST Zhonghe announced that it had suspended trading due to the planning of non-public offering of shares. Since then, *ST Zhonghe resumed trading on June 16 after the launch of the fixed plan. According to the plan, the listed company plans to raise no more than 1.5 billion yuan, which is used to supplement working capital after deducting the issuance expenses. The issue target includes Xu Jian, and the issue price is set at 6 yuan/share. On the day of the resumption of trading on June 16th, *ST Zhonghe directly "one-word daily limit", and after that, opened a new round of gains, accumulated more than 112% in more than 50 trading days, which stimulates the above capital operation It is an important promoter.

It was not long after the resumption of trading on June 16, 2014. *ST Zhonghe also released the “Major Events Suspension Announcement” on July 15, which showed that the company planned another round of acquisition of assets, and the stock was suspended on July 15. . This suspension until August 19, the acquisition target is 100% equity of Huangyan Trading, while Huangyan Trade mainly holds 33.33% equity of Zhonghe New Energy and 33.19% of Aba Prefecture Lifeng Lithium. Among them, Zhonghe New Energy holds 70% equity of Shenzhen Tianjiao, holds 62.95% stake in Yanfeng Lithium, and 98% stake in Malcom Jinxin Mining held by Yanfeng Lithium Industry. Judging from the follow-up announcement, *ST Zhonghe completed the registration procedures for transfer of business and industry in September of that year.

On September 5, 2014, *ST Zhonghe and his skills were re-applied, and the suspension of trading was announced on the grounds of planning acquisition of assets. On December 1, 2014, *ST Zhonghe disclosed the announcement regarding the acquisition of part of the equity of Tianjin Bamo Technology. At the same time, *ST Zhonghe also said on December 1st that it was still unsatisfied, and was planning the sale of the holding subsidiary Xiamen Hualun Printing and Dyeing Co., Ltd., and the stock continued to be suspended. This matter was implemented in the announcement on January 28, 2015. However, *ST Zhonghe still does not intend to resume trading at this time, and it is determined that the 29.95% equity interest in Yanfeng Lithium has a significant uncertainty on the company. , chose to continue to stop trading. So repeated until March 11, 2015, after calculating the impact of Yanfeng Lithium assets on listed companies, *ST public and resumption of trading, the day of the resumption of trading, *ST Zhonghe once again limit.

From the results, the equity of Tianjin Bamo Technology was cancelled in the announcement on May 23, 2015; the land sale, *ST Zhonghe later found Chengdu Shuidu Real Estate as the next home.

On July 8, 2015, the restless *ST Zhonghe opened a new scene, and the company said it was suspended due to major investment projects in the lithium battery manufacturing industry. Soon on July 17th of that year, *ST Zhonghe described the blueprint for the construction project of Shenzhen Tianjiao Investment Power Battery cathode material nickel-cobalt-manganate industrial base, and resumed trading. This time, the resumption of trading, which attracted *ST and the stock price rose by about 35%.

After about trading for less than 20 days, *ST Zhonghe announced the suspension of trading on August 13, 2015. The reason for the suspension was to plan for asset acquisition.

On December 5, 2015, *ST Zhonghe threw out a fixed-income plan, targeting 100% equity of Sichuan Guoli, 100% equity of Sichuan Xingyi and 100% equity of Sichuan Huasheng, involving a total amount of 1 billion yuan. As soon as the news came out, it immediately stimulated the sensitive nerves of the market. After the resumption of trading, *ST Zhonghe, successively pulled out the "one-word daily limit", and created a round of about 90% of the market. The matter was terminated on April 1, 2017.

On February 1, 2016, *ST Zhonghe also suspended the suspension of the "replacement of part of the equity or assets of the textile printing and dyeing business". This stop was a few months later. On May 3, 2016, the announcement stated that “the company and the counterparties and related banks have not been able to form a solution because of the debt swap involving debt transfer and replacement of mortgage assets. After careful consideration, The company intends to terminate the planning of this asset swap and apply for the company's stock resumption of trading. "Although the "return" attitude, but the stock price of *ST Zhonghe is still excited by the resumption of trading, the interface reporter saw that the resumption of trading In the next few trading days, *ST Zhonghe once again ushered in a cumulative increase of 45%.

In 2017, *ST Zhonghe has completed two suspensions. The first time was on March 6th, in order to verify the media information (the information related to Jinxin Mining mining rights auction matters). The second time was from May 2 to the present. The reason for the suspension was originally due to the suspension of the cap, and it was necessary to wait for the accounting firm to clarify the relevant financial data and continue to suspend trading. On June 2, *ST Zhonghe also stated that he planned to sell the loss-making business assets and continued to suspend the business. He planned to plan, and the sale of the loss-making business assets became a major asset restructuring, and today he still has no real face.

Precise reduction

In summary, *ST Zhonghe is familiar with the suspension of capital operation, and the suspension time ranges from a few days to several months. The longest suspension is half a year, from September 5, 2014 to March 10, 2015. day. After the suspension of the resumption of trading, *ST Zhonghe's share price can mostly perform, including the impact of the historical high of 31.88 yuan, which was completed in the context of the December 5, 2015 throwing of the fixed plan.

Due to the continuous high debts, the shareholders continue to reduce their holdings, and at the same time they have capital operation to promote the stock price. The time when both of them happen on the same timeline will reveal that there are many The timing of reduction or even concentration reduction is just right, and it is likely to occur at a relatively high level after the resumption of trading.

This situation is more obvious in 2015 and the first half of 2016. According to the previous interface news reporters, *ST Zhonghe experienced three periods of suspension in 2015, and each time after the resumption of trading, it showed considerable explosiveness. For example, before the resumption of trading on March 11, 2015, *ST Zhonghe had a wave of New Year's prices under the promotion of successive capital operations in the previous period. After the resumption of trading, *ST Zhonghe ushered in nearly 20% of the upside. Until March 18, 2015, Xu Jinhe’s 2.5 million shares suffered a reduction, and realized a total of RMB 25.5549 million. The reduction of personal loan disputes between Xu Jin and Putian Li Moumou was implemented by the second middle-level people in Beijing. Court.

After this reduction, the pace of the rise of *ST Zhonghe weakened a lot, and the subsequent 34 trading days fell by 7.52%.

At the end of 2015, the concentration reduction was also quite accurate. On the disk, on the 7th of December, 2015, *ST Zhonghe and the resumption of trading, the stock price continued to "one-word daily limit", a cumulative increase of about 90% in a short period of time. On December 23, 24, 25, 28, 29, 30, and 31 after the surge, there were successive reductions, and the cumulative reduction was as much as 29.53 million shares, involving an amount of 692 million yuan. The reason for this is also the dispute between Xu Jin and Li Moumou, and Xu Jin and pledge to Chongqing International Trust and Ping An Trust's financing due payment. With the reduction, *ST Zhonghe's share price is also like an avalanche. On December 23, 2015, it fell 6.85%. On December 31, it even showed a daily limit. From December 23, 2015, it was less than In 20 trading days, *ST Zhonghe's share price has fallen by 40%, and the psychological pressure on the market is evident.

From February 1st to May 3rd, 2016, *ST Zhonghe was suspended for a period of time due to “replacement of part of the equity or assets of the textile printing and dyeing business”, although the above matters were “terminated”, but *ST The stock price of Hehe still has a cumulative increase of 45% after the resumption of trading. After the big rise, Xu Jiancheng’s reduction was on the scene.

According to public information, on May 10, 2016, Xu Chengcheng’s shareholdings decreased by 6.3 million shares due to the auction, which was calculated by the average price of 24.346 yuan. The amount involved was 153 million yuan, and its shareholding ratio decreased from 14.38% to 13.39. %. According to the announcement, the sale of the shares was sold by the court through auction trading to repay the debts of the major shareholders. It is worth mentioning that the reduction of the day on May 10 directly caused the stock price of *ST Zhonghe to fall, which also strongly suppressed the further rise of the stock price. In the follow-up performance, the rise of *ST Zhonghe came to an abrupt end. Under the previous inertia, the stock price struggled for a few days, and it ushered in a new round of decline. If you look at the K-line chart, this wave of decline can even continue until the beginning of 2017.

Is the “Hsu’s” constant reduction of restrictions behind the relevant regulations?

The interface news reporter first checked the public information and learned that at the time of the IPO, Xu Jinhe was the chairman of the board, Xu Jiancheng was the director, and Xu Mulin was the director and deputy general manager, all of whom were senior executives. On August 17, 2010, Xu Mulin took the lead in resigning as the director and vice president of the company. The 2010 annual report showed that Xu Jinhe was still the chairman of the board and Xu Jiancheng was the director and president. In 2011, due to the expiration of the third term of the board of directors Xu Jin and no longer served as the chairman of the company, Xu Jianzhen provoked the gimmick and served as the chairman and president of the listed company. The board meeting on elections was held on April 15, 2011. .

Prior to the reduction of the new regulations, *ST Zhonghe and related reductions followed the “Guidelines for the shares of the company and its management business held by the directors, supervisors and senior executives of the listed company” issued by the Shenzhen Stock Exchange, which showed that Dong Jiangao left the company for half a year. During the period of service, Dong Jiangao shall not transfer more than 25% of the total number of shares held by the company through centralized bidding, block trade, and agreement transfer, due to judicial enforcement, inheritance, bequest, and division of property according to law. Except for changes in shares.

It can be seen from the above that Xu Mulin was reduced in 2015 and was completely unaffected; Xu Jinhe’s reduction was also started in March 2015, and it was also out of the relevant regulations; as for Xu Jiancheng, from the public information The current reduction of its holdings is through judicial enforcement, and this operation is also allowed in the "Guidelines for the Company's Shares and Management of the Company's Directors, Supervisors and Senior Management."

From the data point of view, Xu Jiancheng continued to reduce its shareholding from mid-2016 until the first half of 2017. The shareholding ratio decreased from 14.38% to 11.43%, and the cash holdings of the shareholding were about 377 million yuan. Its shareholding ratio is about 20.51%, which is currently acceptable. However, judging from the 2016 annual report, Xu Jiancheng’s shareholding of 7,991,600 shares and Xu Jin’s and 7,843,410 shares are frozen, and the share price of *ST Zhonghe is still under pressure in the future.

A professional lawyer who engaged in securities civil compensation business earlier communicated with interface journalists that private borrowing is no more important than taking financial institutions. It is difficult to determine the details. In the end, how much borrowing is required, and a question mark is needed. Because the contracts involving the two parties are invisible, and if there are other agreements in private, they cannot be seen.

Well-known lawyer Yan Yiming told the interface journalist that according to his understanding, in Shanghai, if it is a judicial auction, the court will have a database from which to select a commissioned auction company, so as to be fair. However, if the shares sold by the judiciary are sold through the secondary market and are also auctioned, the premise is that there is a mature and open market. Assuming that the price formation mechanism is reasonable, it will be done. not sure. Yan Yiming said that the executor may be the institution entrusted by the court, or it may be the account opening office of the parties. The possibility of negotiating on how to sell is not ruled out between the parties.

From the point of view of time, several reductions have occurred after the resumption of the resumption of trading, and the suspension of the matter involved in the final failure. For example, before March 18, 2015, Xu Jin and the shares suffered a reduction, *ST Zhonghe was suspended Acquisition of part of the equity of Tianjin Bamo Technology, but this event was finally cancelled; for example, before Xu Jin and the stock were reduced in December of the same year, *ST Zhonghe suspended the plan to acquire the shares of Sichuan Guoli and Sichuan Xingyi, but the follow-up The termination is increased; for example, before the completion of the reduction in May 2016, *ST Zhonghe had suspended the planned asset swap, and finally ended up with “terminating”.

In this regard, Yan Yiming said that one can be said to be coincidental, but there are multiple coincidences at the time, there is the possibility of manipulating the stock price. Yan Yiming said that there are some things that can't be obtained, so it is through the results as evidence, to presume the conclusions to reasonable doubt, the facts have been evidence, this situation is the inversion of the burden of proof, the other party to eliminate this suspicion requires their own To prove it.

Enter [Sina Finance and Economics Unit] Discussion

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