Three years after falling into the suspicion of financial fraud, Tus Environmental Science And Technology Development Co.Ltd(000826) ( Tus Environmental Science And Technology Development Co.Ltd(000826) . SZ) was filed for investigation by the CSRC on suspicion of violation of laws and regulations. On March 1, Tus Environmental Science And Technology Development Co.Ltd(000826) opened with a limit, with a total market value of 5.966 billion yuan.
Tus Environmental Science And Technology Development Co.Ltd(000826) and City Development Environment Co.Ltd(000885) ( City Development Environment Co.Ltd(000885) . SZ) have been the first to be affected by the major asset restructuring for more than a year. Both companies acknowledge that the investigation will affect the reorganization, and it has not been determined whether it will be terminated. However, on the same day that the case was filed for investigation, Tus Environmental Science And Technology Development Co.Ltd(000826) announced new senior management candidates, half of whom have City Development Environment Co.Ltd(000885) work background. Both of them left Chengfa after the reorganization plan was announced and joined enlightenment.
18 delayed replies
On the evening of February 28, Tus Environmental Science And Technology Development Co.Ltd(000826) issued eight announcements in a row, mainly focusing on three things: replying to the letter of concern of Shenzhen Stock Exchange on its performance forecast, being put on file for investigation and changing the management.
Prior to this, the Shenzhen Stock Exchange issued two letters of concern to Tus Environmental Science And Technology Development Co.Ltd(000826) the first time was on October 22 last year, after the securities times questioned its financial fraud, it asked it to conduct self-examination and explain whether a number of projects under construction were suspected of serious inflated assets and financial fraud. The second time was on February 7 this year. After handing over the annual performance forecast with a maximum loss of 4.8 billion yuan in 2021, the attention letter asked it to list the specific details of asset impairment items in detail, indicating whether there was cross period profit adjustment and financial "bathing".
This time, the company gave a periodic reply to the second letter of concern, but did not directly reply to the query of Shenzhen Stock Exchange. It said that because the issues involved in the letter of concern were related to the company's project audit, on-site verification and other matters, affected by factors such as epidemic emergency, and the workload and the range of interested parties, in order to ensure the authenticity, accuracy and integrity of the reply content of the letter of concern, The company will continue to promote the verification work.
Daxin certified public accountants, the company's annual report auditor, replied that the final audit opinion has not been formed because the audit of the financial statements of Tus Environmental Science And Technology Development Co.Ltd(000826) 2021 is still in progress.
However, four months have passed since the first letter of concern, Tus Environmental Science And Technology Development Co.Ltd(000826) after 18 extensions, there was no reply. The Shenzhen Stock Exchange issued the final circular to him in the second letter of concern, "we remind you that if the company refuses to disclose the major information that should be disclosed in accordance with articles 9.4.1 and 9.4.2 of the stock listing rules (revised in 2022), the exchange may give a delisting risk warning to the company's stock trading."
The company's reply "dystocia" has not yet worn the hat st, and the notice of filing a case by the CSRC has been in advance, because it is suspected that xinphi is in violation of laws and regulations.
On January 18 this year, Tus Environmental Science And Technology Development Co.Ltd(000826) received the decision of Hubei regulatory bureau to order the company to correct the regulatory measures, and pointed out that the company had three problems in violation of laws and regulations. First, the information disclosure was inaccurate. In the reply on July 18 last year, the description of the implementation progress of 12 projects under construction was different from the actual situation; Second, the accounting is not accurate; Third, related parties occupy the assets of the listed company, and the company fails to fulfill its disclosure obligations.
reorganization or shelving
For Tus Environmental Science And Technology Development Co.Ltd(000826) , the biggest thing is the ongoing major asset restructuring. In January last year, Tus Environmental Science And Technology Development Co.Ltd(000826) announced that City Development Environment Co.Ltd(000885) would absorb and merge Tus Environmental Science And Technology Development Co.Ltd(000826) , and disclosed the transaction plan. If the reorganization is completed, Tus Environmental Science And Technology Development Co.Ltd(000826) will be delisted.
After the media reports questioned the company's financial fraud, Tus Environmental Science And Technology Development Co.Ltd(000826) controlling shareholder enlightenment holding level information showed that due to the relevant questioning reports, the signing documents of the merger and reorganization audit institution and the special board of directors originally planned to be held on October 22, 2021 were postponed.
At present, it has been more than one year since Tus Environmental Science And Technology Development Co.Ltd(000826) disclosed the reorganization plan, and the reorganization is still in progress. On January 23, Tus Environmental Science And Technology Development Co.Ltd(000826) issued the revised trading plan, which said that the financial data needed to be adjusted according to the requirements of Hubei securities regulatory bureau, and even major adjustments might be needed. If the above situation occurs, it may lead to significant change or even termination of this transaction scheme.
As for the reasons for the slow progress of the reorganization, the latest announcement said that due to the huge volume of Tus Environmental Science And Technology Development Co.Ltd(000826) assets, the number of companies involved in the system, the company's business involves many fields of environmental protection, and the project subjects are numerous and spread all over the country, the workload of due diligence, audit and other related work involved in this exchange is large, the work is difficult, and due diligence Audit and other related work have not been finally completed.
The Tus Environmental Science And Technology Development Co.Ltd(000826) was filed for investigation, and the restructuring was the first to be affected.
A person close to the regulatory department told reporters that according to the provisions of the administrative punishment law, the investigation conclusion should be issued within 90 days, but the decision of the CSRC usually exceeds this period, so it is difficult to determine how long the investigation will last.
Xu Feng, director of Shanghai Jiucheng law firm, told the Huaxia times that according to the management measures for major asset restructuring of listed companies, if listed companies want to implement major asset restructuring, listed companies and their current directors and executives cannot be suspected of violations of laws and regulations and are being filed for investigation by the CSRC. If it is suspected of a crime or violation of laws and regulations, the reorganization can be carried out after 3 years of termination.
executive exchange
Tus Environmental Science And Technology Development Co.Ltd(000826) told the reporter of Huaxia times that at present, the company has not received the change notice of the restructuring plan, and the subsequent progress and uncertainty will be announced through the announcement City Development Environment Co.Ltd(000885) securities department personnel told reporters that Tus Environmental Science And Technology Development Co.Ltd(000826) being filed for investigation will affect the progress of restructuring. At present, the company has no conclusion.
It is worth noting that more than ten days after the Tus Environmental Science And Technology Development Co.Ltd(000826) announcement of reorganization, Wen Hui, chairman of the company, resigned, followed by Cao Shuai, vice chairman and Li Xingwen, general manager.
More than a year later, despite the slow progress of the reorganization, on February 28, during the sensitive period of being filed for investigation, Tus Environmental Science And Technology Development Co.Ltd(000826) official announced the new management, including two executive general managers Wang Yi and Wang Tao, and two deputy general managers Xu Erwei and Li Zhuoying.
According to their resumes, Wang Yi and Xu Erwei worked in the Department of enlightenment. Li Zhuoying once served as the general manager of City Development Environment Co.Ltd(000885) subsidiary and Wang Tao once served as the deputy general manager of City Development Environment Co.Ltd(000885) . According to the data of Tonglian, City Development Environment Co.Ltd(000885) announced on September 15, 2021 that Wang Tao applied to resign as the deputy general manager of the company due to job change. According to his resume, after leaving office, he soon joined the subsidiary of Tus Environmental Science And Technology Development Co.Ltd(000826) as chairman of the board, and now he is one step higher. Two people with the color of City Development Environment Co.Ltd(000885) have competed with the major shareholders of Tus Environmental Science And Technology Development Co.Ltd(000826) in corporate governance.
Both companies told the reporter of Huaxia times that they joined Tus Environmental Science And Technology Development Co.Ltd(000826) , but neither responded. They left six months after the announcement of the restructuring plan, and now both have become the reasons for the management of the restructuring party.
