Securities code: 000795 securities abbreviation: Innuovo Technology Co.Ltd(000795) Announcement No.: 2021-071 Innuovo Technology Co.Ltd(000795)
Announcement on receiving the warning letter from Zhejiang Securities Regulatory Bureau
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.
On December 25, 2021, Innuovo Technology Co.Ltd(000795) (hereinafter referred to as “the company”) received the decision on administrative regulatory measures issued by Zhejiang regulatory bureau of China Securities Regulatory Commission (hereinafter referred to as “Zhejiang securities regulatory bureau”), decision on measures to issue warning letters to Innuovo Technology Co.Ltd(000795) and relevant personnel ([2021] No. 142, hereinafter referred to as “warning letters”) ）。 The relevant information is announced as follows: I. contents of the warning letter Innuovo Technology Co.Ltd(000795) , Xu Xiaohua, Li Baoping, Yao Xiangsheng, Wei Zhonghua, Fang Jianwu and Qian Yinghong: during the on-site inspection, our Bureau found that Innuovo Technology Co.Ltd(000795) (hereinafter referred to as Innuovo Technology Co.Ltd(000795) or the company) had the following problems:
(i) The external guarantee fails to fulfill the obligation of information disclosure
1. On June 9, 2021, Innuovo Technology Co.Ltd(000795) and Agricultural Bank Of China Limited(601288) Dongyang sub branch signed the maximum guarantee contract to guarantee the creditor’s rights of the subsidiary Zhejiang Hengdian Innuovo Technology Co.Ltd(000795) import and Export Co., Ltd., with a maximum guarantee of 33 million yuan. The company did not disclose the matter in time, nor did it disclose it in the 2021 semi annual report.
2. On April 1, 2021, Innuovo Technology Co.Ltd(000795) and China Construction Bank Corporation(601939) Dongyang sub branch signed the guarantee contract to provide guarantee for the principal and interest of 30 million yuan of the subsidiary Zhejiang Innuovo Technology Co.Ltd(000795) rehabilitation equipment Co., Ltd.
On April 12, 2021, Innuovo Technology Co.Ltd(000795) and China Construction Bank Corporation(601939) Dongyang sub branch signed the guarantee contract to provide guarantee for the principal and interest of RMB 20 million of the subsidiary Zhejiang Innuovo Technology Co.Ltd(000795) rehabilitation equipment Co., Ltd.
The company did not disclose the aforesaid guarantee in time, nor did it disclose it in the 2021 semi annual report until October 27, 2021 in the third quarter report of 2021.
3. On January 27, 2021, Innuovo Technology Co.Ltd(000795) and China Construction Bank Corporation(601939) Dongyang sub branch signed the maximum guarantee contract to provide guarantee for the subsidiary Zhejiang Dongyang dongci rare earth Co., Ltd., with a maximum guarantee of 50 million yuan, which was not fully disclosed in the 2021 semi annual report.
（2） The use and management of raised funds are not standardized
1. On December 29, 2018, Innuovo Technology Co.Ltd(000795) subsidiary Zhejiang Lianyi Motor Co., Ltd. and Bank Of China Limited(601988) Dongyang sub branch signed the Bank Of China Limited(601988) RMB unit deposit BOC yihutong product agreement. The raised funds account was signed as a one-way master account, and the purchase of certificates of deposit was made on the same day, with an amount of 85 million yuan and an agreed time of 3 years. The company failed to fulfill the review procedures and information disclosure obligations.
2. The company fails to transfer the raised funds from the general account to the special account of raised funds in time after the financial management expires, and the expenditure approval procedure is not standardized when using the raised funds to purchase financial products and supplement working capital.
（3） Inaccurate disclosure of related party transactions
Innuovo Technology Co.Ltd(000795) in the announcement on the prediction of the company’s daily connected transactions in 2021 on March 13, 2021, “(IV) actual occurrence of daily connected transactions in the previous year”, it was disclosed that the amount of connected transactions in 2020 was RMB 269 million, which was inconsistent with the actual amount of connected transactions disclosed in the 2020 annual report of RMB 329 million.
In addition, Innuovo Technology Co.Ltd(000795) has some situations, such as seal approval, insider registration, non-standard financial management, etc.
The above acts violate articles 2, 3 and 30 of the measures for the administration of information disclosure of listed companies (Order No. 40 of the CSRC), articles 3, 4 and 22 of the measures for the administration of information disclosure of listed companies (Order No. 182 of the CSRC), and Article 1 of the notice on regulating the external guarantee behavior of listed companies (Zheng Jian Fa [2005] No. 120), Article 7 of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and Article 3 of the standards for the governance of listed companies. Xu Xiaohua, then chairman of the board, Yao Xiangsheng, then general manager, Fang Jianwu, then chief financial officer, and Qian Yinghong, then Secretary of the board, were mainly responsible for raising funds. Li Baoping, then chairman of the board, Wei Zhonghua, then general manager, and Qian Yinghong, then Secretary of the board, were mainly responsible for external guarantees and disclosure of related party transactions. According to articles 58 and 59 of the measures for the administration of information disclosure of listed companies (Order No. 40 of the CSRC), the measures for the administration of information disclosure of listed companies (CSRC Order No. 182) according to the relevant provisions of articles 51 and 52, our bureau has decided to take the supervision and management measures of issuing warning letters to the company, Xu Xiaohua, Li Baoping, Yao Xiangsheng, Wei Zhonghua, Fang Jianwu and Qian Yinghong, and record them in the integrity file of the securities and futures market.
You should seriously learn lessons, strengthen the study of securities laws and regulations, improve the standard operation level and information disclosure quality of the company, and submit a written rectification report to our bureau within 10 working days from the date of receiving this decision, so as to prevent such violations from happening again in the future.
If you are not satisfied with the supervision and administration measures, you can apply to the China Securities Regulatory Commission for administrative reconsideration within 60 days from the date of receiving the decision, or you can bring a lawsuit to the people’s court with jurisdiction within 6 months from the date of receiving the decision. During the period of reconsideration and litigation, the above supervision and management measures shall not be suspended.
2、 Relevant description
The company and relevant personnel attach great importance to the problems raised in the above warning letter and will take effective measures for rectification as required. The directors, supervisors and senior managers of the company will take this rectification as an opportunity to strengthen the study of securities laws and regulations, further improve the internal control system, strengthen internal control management, improve the awareness of standardized operation, effectively improve the standard operation level and information disclosure quality of the company, safeguard the interests of the company and all shareholders, and promote the healthy, stable and sustainable development of the company.
The regulatory measures will not affect the company’s normal production, operation and management activities. The company will earnestly perform the obligation of information disclosure and do a good job of information disclosure in a timely manner in strict accordance with the provisions and requirements of relevant laws and regulations. Please pay attention to investment risks.
3、 Documents for future reference
Decision of Zhejiang Securities Regulatory Bureau on Issuing warning letters to Innuovo Technology Co.Ltd(000795) and relevant personnel.
It is hereby announced.
Innuovo Technology Co.Ltd(000795) board of directors December 27, 2021
