Securities code: 002288 securities abbreviation: Guangdong Chaohua Technology Co.Ltd(002288) Announcement No.: 2021-068 Guangdong Chaohua Technology Co.Ltd(002288)
Announcement on regulatory measures or penalties taken by securities regulatory authorities and stock exchanges in the past five years
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Guangdong Chaohua Technology Co.Ltd(002288) (hereinafter referred to as ” Guangdong Chaohua Technology Co.Ltd(002288) ” or “the company”) in strict accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the articles of association And other relevant requirements, continuously improve the corporate governance structure, establish and improve the internal management and control system, standardize the company’s operation, improve the level of corporate governance, and promote the sustainable, healthy and stable development of the company. The company intends to apply for non-public offering of a shares. After self inspection, the company hereby announces the regulatory measures or penalties taken by the securities regulatory authorities and the exchange in the past five years as follows:
1、 Penalties imposed by the securities regulatory authorities and the exchange in the past five years
On December 15, 2017, Guangdong regulatory bureau of China Securities Regulatory Commission issued the decision on administrative punishment ([2017] No. 14), the main contents of which are as follows:
“It is found that Guangdong Chaohua Technology Co.Ltd(002288) has the following illegal facts: Guangdong Chaohua Technology Co.Ltd(002288) falsely recognized the waste sales revenue of 2770505.13 yuan, resulting in the false record of the total profit in the 2014 annual report.
Huizhou Hezheng Electronic Technology Co., Ltd. (hereinafter referred to as Huizhou Hezheng) is a wholly-owned subsidiary of Guangdong Chaohua Technology Co.Ltd(002288) . During 2014, Huizhou Hezheng sold copper clad laminate scrap to Changzhou xinzhida Electronics Co., Ltd. (hereinafter referred to as xinzhida). Huizhou Hezheng falsely confirmed the scrap income of 2770505.13 yuan to xinzhida, resulting in Guangdong Chaohua Technology Co.Ltd(002288) In 2014, the total profit and consolidated net profit falsely increased by 2770505.13 yuan. The total inflated profit accounts for 28.01% of the total profit of Guangdong Chaohua Technology Co.Ltd(002288) current period, and the inflated net profit accounts for 23.71% of the consolidated net profit of Guangdong Chaohua Technology Co.Ltd(002288) current period. According to the facts, nature, circumstances and degree of social harm of the illegal acts of the parties, and in accordance with the provisions of paragraph 1 of Article 193 of the securities law, our bureau decides:
2、 Liang Jianfeng was given a warning and fined 200000 yuan;
3、 Wang Xudong was given a warning and fined 100000 yuan. ”
After receiving the decision on administrative punishment, the company shall timely convey it to the controlling shareholders, actual controllers, directors, supervisors, senior managers and relevant departments. The company and relevant personnel shall make a profound review and pay fines in time. The management of the company held a special meeting to formulate comprehensive and effective rectification measures for matters requiring rectification and effectively promote the implementation of rectification measures. According to the requirements of Guangdong securities regulatory bureau, the corresponding accounting errors were corrected, and the announcement on correction of early accounting errors (Announcement No.: 2018-032) and the corrected 2014 annual report were announced.
2、 Regulatory measures taken by securities regulatory authorities and exchanges in the last five years and their corresponding implementation (I) regulatory measures
1. On January 5, 2018, Guangdong regulatory bureau of China Securities Regulatory Commission issued a letter of concern on the supervision of Guangdong Chaohua Technology Co.Ltd(002288) (Guangdong Zhengjian Han [2018] No. 24), which concerned about the company’s weak accounting basis, non-standard fund management, abnormal fund flow and other problems. The company is required to pay high attention, take effective measures to make practical rectification and submit rectification reports.
After receiving the regulatory concern letter, the company timely communicated it to the controlling shareholders, actual controllers, directors, supervisors, senior managers and relevant departments. The company held a special meeting to analyze the concerns of Guangdong Securities Regulatory Bureau item by item, clarify the causes and responsible persons, formulate comprehensive and effective rectification measures and implement them, Strengthen the control of financial work and internal audit, and timely submit the rectification report in strict accordance with the requirements of Guangdong securities regulatory bureau.
2. On August 18, 2017, Guangdong regulatory bureau of China Securities Regulatory Commission issued the letter of regulatory concern on Guangdong Chaohua Technology Co.Ltd(002288) (Guangdong securities regulatory letter [2017] 842), concerned about the company’s problems in corporate governance and internal control, information disclosure and insider information management. The company is required to attach great importance to the above problems, conduct internal accountability for relevant personnel, take effective measures for practical rectification, and submit rectification reports.
After receiving the regulatory concern letter, the company held a special meeting to analyze the concerns of Guangdong Securities Regulatory Bureau item by item, clarify the causes and responsible persons, formulate comprehensive and effective rectification measures and implement them, rectify the departments involved, investigate the responsibilities of relevant personnel, and submit the rectification report in strict accordance with the requirements of Guangdong securities regulatory bureau.
（2） Supervision letter
1. On April 10, 2019, Shenzhen Stock Exchange issued the supervision letter on Guangdong Chaohua Technology Co.Ltd(002288) and related parties (SME board supervision letter [2019] No. 37). The main content is “on October 25, 2018, your company disclosed the announcement on early accounting error correction and retrospective adjustment, which is called Shenzhen Beixin Intelligent System Co., Ltd. (hereinafter referred to as” Beixin “) invested by your company in 2015 ）Zheng Changchun, the controlling shareholder, is being investigated by the public security organ on suspicion of contract fraud. The investigation materials show that in order to defraud the company’s investment and achieve the goal of completing performance commitments, bell Xin fictitious income and profits through false contracts from 2014 to 2016, and the amount is huge. Therefore, your company makes retroactive adjustments to the financial statements of 2015, 2016 and 2017. Your company corrected the 2015 annual report, 2016 annual report and 2017 annual report on the above matters. The net profit before correction in 2015 was 26.4704 million yuan, the net profit after correction was -163 million yuan, and the change in net profit before and after correction was -189 million yuan, with a change range of 115.95%. The above acts of your company violate the provisions of articles 1.4 and 2.1 of the stock listing rules (revised in 2014) and articles 1.4 and 2.1 of the stock listing rules (revised in April 2018); Liang Jianfeng, chairman and general manager of your company, and Wang Xudong, then chief financial officer, failed to fulfill their duties and obligations of integrity and diligence, and violated the stock listing rules of the exchange Articles 1.4, 2.2 and 3.1.5 of the (revised in 2014) and articles 1.4, 2.2 and 3.1.5 of the stock listing rules (revised in April 2018). Please pay full attention to the above problems, draw lessons and make timely rectification to prevent the recurrence of the above problems.
The company attached great importance to the problems mentioned in the supervision letter, held special meetings, organized the controlling shareholders, actual controllers, directors, supervisors, senior managers and the securities department to study the stock listing rules of Shenzhen Stock Exchange, improved the internal control and internal management system and strengthened internal management.
2. On May 11, 2018, The supervision letter on Guangdong Chaohua Technology Co.Ltd(002288) issued by Shenzhen Stock Exchange (SME board supervision letter [2018] No. 70) mainly reads: “on April 24, 2018, your company disclosed the announcement on correction of previous accounting errors, and your wholly-owned subsidiary Huizhou Hezheng Electronic Technology Co., Ltd. (hereinafter referred to as” Huizhou Hezheng “) ）During 2014, the company falsely confirmed its interest in Changzhou xinzhida Electronics Co., Ltd. (hereinafter referred to as “xinzhida”) ）The waste sales revenue was 2770505.13 yuan, resulting in a false increase of 2770505.13 yuan in the total profit and consolidated net profit of your company in 2014. Your company corrects the above accounting errors and retroactively adjusts the 2014 financial statements, The accumulated net profit attributable to the owner of the parent company (hereinafter referred to as “net profit”) was reduced by 2608430.58 yuan, accounting for 53.56% of the corrected net profit. Your company’s above behavior violated the stock listing rules (revised in 2018) of the exchange Clauses 1.4 and 2.1. The board of directors of your company should pay full attention to the above problems, draw lessons from them, rectify them in time and put an end to the recurrence of the above problems. ”
The company attached great importance to the problems mentioned in the supervision letter and timely communicated them to the controlling shareholders, actual controllers, directors, supervisors, senior managers and relevant departments. The company held a special meeting to analyze the matters one by one, clarify the causes and responsible persons, formulate and implement comprehensive and effective rectification measures, and strengthen the control of financial work and internal audit.
（3） Attention letter
Through self-examination, the company has received the letter of concern issued by Shenzhen Stock Exchange in the past five years, as follows:
Type time file title
Concern letter on Guangdong Chaohua Technology Co.Ltd(002288) in November 2016 (Xiaoban concern letter [2016] No. 165)
Letter of concern letter on Guangdong Chaohua Technology Co.Ltd(002288) in April 2016 (Xiaoban letter of concern [2016] No. 79)
The company has replied or implemented the above letter of concern in accordance with the relevant requirements of Shenzhen Stock Exchange. （4） Inquiry letter
Through self-examination, the company has received the inquiry letter issued by Shenzhen Stock Exchange in the past five years, as follows:
Type time file title
Inquiry letter inquiry letter on the annual report of Guangdong Chaohua Technology Co.Ltd(002288) 2020 dated April 2021 inquiry letter of the company Department [2021] No. 19
Inquiry letter inquiry letter on the annual report of Guangdong Chaohua Technology Co.Ltd(002288) 2019 [2020] No. 230
Inquiry letter inquiry letter on Guangdong Chaohua Technology Co.Ltd(002288) 2018 annual report (SME Board annual report inquiry letter [2019] No. 237) in May 2019
Inquiry letter inquiry letter on Guangdong Chaohua Technology Co.Ltd(002288) in August 2018 (SME board inquiry letter [2018] No. 619)
Inquiry letter inquiry letter on Guangdong Chaohua Technology Co.Ltd(002288) 2017 annual report (SME Board annual report inquiry letter [2018] No. 392) in June 2018
Inquiry letter inquiry letter on Guangdong Chaohua Technology Co.Ltd(002288) in May 2018 (SME board inquiry letter [2018] No. 398)
Inquiry letter inquiry letter on Guangdong Chaohua Technology Co.Ltd(002288) 2016 annual report (SME Board annual report inquiry letter [2017] No. 288) in June 2017
Inquiry letter inquiry letter on Guangdong Chaohua Technology Co.Ltd(002288) in February 2017 (SME board inquiry letter [2017] No. 86)
Inquiry letter inquiry letter on restructuring of Guangdong Chaohua Technology Co.Ltd(002288) in May 2016 (SME board restructuring inquiry letter (requiring administrative license) [2016] No. 37)
Inquiry letter inquiry letter on Guangdong Chaohua Technology Co.Ltd(002288) in February 2016 (SME board inquiry letter [2016] No. 73)
For the above inquiry letters, the company has replied or implemented them in accordance with the relevant requirements of Shenzhen Stock Exchange. In addition to the above matters, the company has not been subject to other regulatory measures or penalties taken by the securities regulatory authorities and the exchange in the past five years.
It is hereby announced.
Guangdong Chaohua Technology Co.Ltd(002288) board of directors December 14, 2001
