On March 31, Elefirst Science & Technology Co.Ltd(300356) ( Elefirst Science & Technology Co.Ltd(300356) , SZ) announced that the company and relevant parties had received the notice of administrative punishment issued by Jiangsu securities regulatory bureau of CSRC. The company and its actual controller long Changming were suspected of illegal information disclosure and were proposed to be subject to administrative punishment according to law.
It is reported that on November 5, 2021, Elefirst Science & Technology Co.Ltd(300356) received the notice of filing a case from the CSRC. The CSRC decided to file a case against the company and long Changming because the company was suspected of information disclosure violations and the actual controller long Changming was suspected of instigating the company to engage in information Phi violations.
On March 31, Elefirst Science & Technology Co.Ltd(300356) closed at 2.71 yuan / share, down 3.56%.
major litigation matters delayed disclosure for more than one month
According to the investigation of Jiangsu securities regulatory bureau, on November 15, 2017, Jiangsu Guangyi Guiren Equity Investment Fund Management Co., Ltd. (hereinafter referred to as “Guangyi Guiren”), a holding subsidiary of Elefirst Science & Technology Co.Ltd(300356) and Jiangsu Guangyi Investment Management Co., Ltd. (hereinafter referred to as “Guangyi investment”), the controlling shareholder of Elefirst Science & Technology Co.Ltd(300356) signed a partnership agreement with Dongzheng Ronghui Securities Asset Management Co., Ltd. (hereinafter referred to as “Dongzheng Ronghui”), The three parties agreed to jointly contribute to the establishment of Nanjing jienirui technology industry investment partnership (limited partnership).
Among them, Guangyi Guiren invested 3 million yuan as general partner, Guangyi investment invested 95 million yuan as inferior limited partner, and Dongzheng Ronghui invested 225 million yuan as priority limited partner. Dongfeng securities Ronghui has the priority to recover all the paid in capital contribution of the distributable cash property of the partnership and realize the priority return on the paid in capital contribution according to the annualized rate of return of 7% (simple interest).
On the same day, Guangyi investment and CSI Ronghui signed a repurchase agreement, which agreed that Guangyi investment, as the repurchase party, should repurchase all priority property shares from CSI Ronghui or implement the obligation of making up the difference in accordance with the provisions of the main contract and repurchase agreement Elefirst Science & Technology Co.Ltd(300356) and long Changming signed a guarantee agreement with Dongzheng Ronghui, agreeing that Elefirst Science & Technology Co.Ltd(300356) and long Changming jointly provide irrevocable joint and several liability guarantee for the balance supplement and forward repurchase of Guangyi investment to Dongzheng Ronghui.
However, as Guangyi investment failed to fulfill the repurchase obligation when it was due, Dongzheng Ronghui filed a lawsuit to the court on January 15, 2020, requiring Elefirst Science & Technology Co.Ltd(300356) , long Changming to bear joint and several liabilities for the repurchase of 213 million yuan of property shares payable by Guangyi investment, liquidated damages of 5.4966 million yuan, interest generated from the delayed payment of principal and litigation lawyer fees.
On February 19, 2020, long Changming represented Guangyi investment and Elefirst Science & Technology Co.Ltd(300356) to attend the mediation organized by Suzhou intermediate people’s court, and reached an agreement on the mediation plan with Dongzheng Ronghui, etc. On the same day, Suzhou intermediate people’s Court issued a civil mediation statement.
Jiangsu Securities Regulatory Bureau believes that according to relevant regulations, Elefirst Science & Technology Co.Ltd(300356) shall disclose the information of the above litigation matters no later than February 21, 2020, but Guangyi Technology will not disclose the above major litigation matters until April 8, 2020. Long Changming, the then chairman of the board, directly participated in the lawsuit and knew the relevant situation. He was the person in charge directly responsible for the matter.
occupied 339 million yuan of non operating funds
According to the investigation of Jiangsu securities regulatory bureau, under the organization and instruction of long Changming, in 2020 Elefirst Science & Technology Co.Ltd(300356) in the name of project bid security, advance payment for equipment procurement, advance payment for engineering material procurement and current account, through Jiangsu kesqi Energy Technology Co., Ltd., Shanghai mousheng Asset Management Co., Ltd., Jurong NANDA Real Estate Co., Ltd., Taizhou Jianying Power Technology Co., Ltd., Nanjing Pengda Technology Development Co., Ltd Jiangsu Hongxin commerce and Trade Development Co., Ltd. and other intermediaries transferred the funds to the bank accounts of Guangyi investment, long Changming and its creditors, totaling 339 million yuan, of which 276 million yuan occurred after March 1. The above fund allocation constitutes the non operational occupation of Elefirst Science & Technology Co.Ltd(300356) funds by Guangyi investment and long Changming, which belongs to related party transactions.
Jiangsu Securities Regulatory Bureau believes that Elefirst Science & Technology Co.Ltd(300356) fails to disclose the occupation of non operating funds of related parties after March 1, 2020 in time, which constitutes an offence; As the then chairman, long Changming was the person in charge directly responsible for the matter. Long Changming, as the actual controller of Guangyi Technology, organizes and directs the above illegal acts, which constitutes an illegal act.
In addition, Elefirst Science & Technology Co.Ltd(300356) did not disclose the above matters in the 2020 semi annual report. Jiangsu Securities Regulatory Bureau believed that it constituted an illegal act, and long Changming, as the then chairman, Tong Yan, as the chief financial officer and Dai Xiaodong, as the Secretary of the board, was the person in charge directly responsible for the matter; Director Ren Changzhao, then independent director Liu Xiangming, Zhou Weidong, Zhou Youmei, supervisor Zhu Yunfei and Qian Weimin, then supervisor Ge Zijun, vice president Wang Hao and then vice president Xu Jing still signed the company’s 2020 semi annual report when the company announced that Guangyi investment occupied funds on May 19, 2020. They failed to be diligent and responsible. They are other directly responsible persons.
In this regard, Jiangsu securities regulatory bureau plans to give a warning to Elefirst Science & Technology Co.Ltd(300356) and impose a fine of 3 million yuan; Long Changming was given a warning and fined 4.8 million yuan. Other relevant personnel were also warned and fined in different amounts.
