In 2022, the first major illegal compulsory delisting stock appeared!
On March 2, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) (formerly known as guochuang energy) announced that it had recently received the decision on administrative punishment from the CSRC. According to the facts identified in the decision and the company’s 2020 annual report, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) 2018 and 2019 annual reports have false records , after retroactive adjustment, the company’s operating revenue for three consecutive fiscal years from 2018 to 2020 was less than 10 million yuan .
Source: Shanghai Stock Exchange
That night, the Shanghai Stock Exchange promptly issued a regulatory work letter and a notice of intention to terminate the listing to Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) and the trading of the company’s shares was suspended from the opening on March 3. The Shanghai Stock Exchange said that the financial indicators of Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) 20182020 have actually touched the situation of major illegal compulsory delisting stipulated in the original measures for the implementation of major illegal compulsory delisting of listed companies of Shanghai Stock Exchange. According to relevant rules, Shanghai Stock Exchange will implement major illegal compulsory delisting of its shares in accordance with the stock listing rules of Shanghai Stock Exchange .
It is reported that the Shanghai Stock Exchange will make a decision to terminate the listing of shares within 15 trading days after the suspension of trading of the company’s shares.
At present, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) the latest share price is 1.03 yuan / share, with a total market value of 1.5 billion yuan.
According to wind data, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) landed on Shanghai Stock Exchange on September 23, 1999 and has been listed for more than 22 years. By the end of the third quarter of last year, the number of shareholders of the company was 24087. In January this year, the company’s share price fell continuously, falling below the face value and once fell to 0.88 yuan / share, becoming a “Fairy” share. Since October 22, 2021, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) share price has fallen by 52.09%.
According to the securities times, analysts believe that Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) major illegal compulsory delisting reflects the determination of the regulatory authorities to resolutely implement the new delisting regulations and “zero tolerance” for financial fraud, which will become another landmark event to unblock the “export customs” after the reform of the delisting system.
consecutive years of financial fraud, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) will be delisted
actual controller was fined 12 million and banned for life
On March 2, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) announced that it had recently received the decision on administrative punishment from the CSRC. The CSRC found that Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) had two illegal facts: false records and major omissions.
In terms of false records, there are false records in Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) 2018 and 2019 annual reports. Specifically, company falsely increased the operating revenue of 133854 million yuan and the total profit of 1.2911 million yuan in 2018 , accounting for 100% of the operating revenue disclosed in the current year and 5.24% of the absolute value of the total profit falsely increased the operating income of 5.7236 million yuan, non operating income of 75.9 million yuan and total profit of 792482 million yuan in 2019, accounting for 55.13% and 253.78% of the disclosed operating income and total profit of the current year respectively.
After retroactive adjustment, the operating income of Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) i 2018 and 2019 was less than 10 million yuan for two consecutive years, and the profit was turned into loss in 2019. In 2020, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) only achieved a revenue of 3.4587 million yuan, which means that the operating revenue of company was less than 10 million yuan for three consecutive years in 2018, 2019 and 2020, which has touched the situation of major illegal compulsory delisting .
The CSRC gave a warning to Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) and imposed a fine of 8 million yuan .
Meanwhile, CSRC gave a warning to Huang Wei, the actual controller and chairman of Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) and imposed a fine of 12 million yuan (a fine of 4 million yuan as the directly responsible person in charge and 8 million yuan as the actual controller of Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) ) give a warning to Li Yong, the supervisor of Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) and the person in charge of the subsidiary, and impose a fine of 3 million yuan .
In addition, the CSRC also issued the decision on banning market entry, and the above two persons were banned from entering the securities market for life .
In fact, as early as last October, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) had received the notice of administrative punishment from the CSRC. At that time, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) has indicated in the announcement that it may touch the major illegal delisting situation that the operating income is less than 10 million yuan in three years. Since then, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) according to relevant regulations, disclose the risk warning announcement that the listing may be terminated in case of major illegal compulsory delisting every five trading days. As of February 26, the company has made public announcements of delisting risks.
According to relevant rules, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) should start to suspend trading when receiving the decision on administrative punishment. Because the company did not issue the announcement of applying for suspension, the Shanghai Stock Exchange suspended the trading of ST Xinyi company’s shares, and the subsequent stock exchange will make a decision to terminate the listing of the company’s shares within the specified time according to the review opinions of the listing committee.
financial data has long been suspicious and has been fined for many times
According to previous announcements, the authenticity of Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) income has long been suspicious.
First of all, in 2018 and 2019, the operating revenue disclosed by Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) was slightly more than 10 million, which just met the needs of shell preservation. The annual report was also issued with audit reports that could not express opinions for many times.
Due to the audit report of Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) 2018 annual report, which cannot express opinions, involving many accounting subjects of the company. Subsequently, the company hired Shenzhen Tangtang certified public accountants, and the audit opinions in 2019 and 2020 were changed into qualified opinions accordingly. In combination with the subsequent on-site inspection by the CSRC and the discovery of many practice problems by Shenzhen Tangtang, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) financial fraud and purchase of audit opinions seem to have foreboding.
After sorting out the announcement, it is found that since 2018, the exchange has sent about 50 inquiry letters to the company, including about 10 inquiry letters on the post audit of periodic reports, which have repeatedly reminded the market that there are significant risks in the authenticity of the company’s business and capital transactions .
In addition, the company and relevant responsible persons have also been subject to regulatory penalties for many times. Since 2015, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) and relevant responsible persons have been administratively punished by the CSRC for 3 times and disciplined by the Shanghai stock exchange for 5 times. Violations include failure to disclose regular reports such as 2018 and 2019 annual reports within the statutory time limit, and non disclosure of major issues such as major debts, related party transactions and related party guarantees. At present, the Tacheng Public Security Bureau has filed and investigated the case of Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) , Huang Wei suspected of illegal disclosure and non disclosure of important information .
investors still have trading opportunities in delisting consolidation period
can make civil claims
It is worth noting that according to the relevant rules, for investors who need to exit before delisting, the rules give 15 trading days of delisting and consolidation period trading opportunities, and the delisting will be officially delisted upon expiration .
As early as November 2018, the Shanghai and Shenzhen Stock Exchange issued the measures for the implementation of major illegal compulsory delisting of listed companies, which defined four major illegal delisting situations, namely, fraudulent issuance of initial listing, fraudulent issuance of reorganization listing, fraud of annual report to avoid delisting, and other situations recognized by the exchange.
Then, in the delisting system reform in 2020, on the premise of retaining the original major illegal delisting standard, the delisting standard of “amount of fraud + proportion of fraud” was added. The major illegal delisting rule system is becoming more and more mature, and the signal of combating financial fraud is more obvious.
According to the first finance and economics, a market expert said, “in this context, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) is still committing crimes against the wind, trying to increase business income and avoid financial delisting indicators by constructing businesses such as trade, leasing and property management. The above-mentioned illegal acts of financial fraud have seriously disturbed the market order and damaged the rights and interests of investors.”
The above experts said that the current system provides many ways to protect the rights of small and medium-sized investors, which are mainly reflected in the following three aspects:
First, shareholders can take measures to safeguard shareholders’ rights according to the actual situation. If a listed company violates the law of information disclosure such as false statements, and investors suffer losses as a result, they can seek civil relief or compensation through judicial channels .
Second, in case of disputes between investors and listed companies, they can apply to investor protection institutions for mediation; Or when filing securities civil compensation litigation such as false statements, the investor protection institution may be entrusted to participate in the litigation as a representative.
Third, even after the termination of listing, the shareholders of the company can still exercise their rights according to law. After the company’s listing is terminated, although its shares are not traded on the Shanghai stock exchange market, its assets, liabilities, operations, profits and losses and other situations do not change accordingly. According to the provisions of the company law, after the termination of listing, the shareholders of the company still enjoy the rights of shareholders such as the right to know the company and the right to vote, and the rights enjoyed by shareholders will not change. After the listing is terminated, the shareholders of the company can still transfer their shares in accordance with the provisions.
In his opinion, Xinjiang Yilu Wanyuan Industrial Investment Holding Co.Ltd(600145) was delisted in a major violation of the law, which shows that the regulatory authorities will “retreat as much as possible” for companies that seriously disrupt the market order and touch the delisting situation, and will continue to smooth the market export in the future, promote the formation of a market mechanism for the survival of the fittest, promote the improvement of the quality of listed companies and protect the legitimate rights and interests of investors.
