According to the official website of the CSRC, a decision on administrative punishment recently disclosed by the CSRC shows that Zhang Yi, a 46 year old woman, learned from Zhang mouhan, who was the Deputy bank level leader of Anshan bank at that time that * ST Zhongfu was planning debt restructuring, and then invested 2.75 million to buy the company’s shares in four times, made a profit of 1.6 million yuan. finally, he was punished by the CSRC for insider trading.
In the process of punishment, Zhang Yi provided proof materials about her difficult life. She divorced twice and now supports two minor children and two elderly people. She is ill and often needs to be hospitalized. Zhang Yi said that at present, the only source of income is wages, has a monthly after tax income of more than 5000 yuan, families have a heavy burden and are unable to bear huge fines.
In combination with the case and Zhang Yi’s personal and family situation, and based on the principle of “adhering to the combination of punishment and education”, the CSRC decided to reduce the amount of fines imposed on Zhang Yi as appropriate, but finally issued a ticket of 4.8125 million yuan in total.
involves * ST Zhongfu debt restructuring
It starts in 2015.
On April 29, 2015, PricewaterhouseCoopers issued an audit report on * ST Zhongfu’s 2014 financial statements, which was unable to express an opinion. The reason was that the current liabilities in * ST Zhongfu’s consolidated balance sheet significantly exceeded the current assets, and the bank may require to repay the syndicated loan in advance. There was significant uncertainty in the company’s sustainable operation ability.
On June 9, 2015, * ST Zhongfu’s controlling shareholder Shenzhen jieande Industrial Co., Ltd. issued a debt restructuring application letter to Guangdong Yuecai Asset Management Co., Ltd. (hereinafter referred to as Yuecai). The latter expressed its willingness to restructure * ST Zhongfu’s debt.
On July 14, 2015, * ST Zhongfu issued the announcement on suspension of major events, saying that the company is negotiating debt restructuring with Yuecai company and other institutions, and plans to solve its own debt problems such as corporate bonds and syndicated loans as soon as possible with the assistance of relevant institutions. On the same day, Yuecai company went to * ST Zhongfu for due diligence.
Due to the great uncertainty in the debt restructuring of Yuecai company, * ST Zhongfu is also contacting other institutions while negotiating with Yuecai company. At the end of July 2015, * ST Zhongfu Board Secretary Han mouming contacted Xiao moubo, the sponsor representative of Anxin securities, and asked Xiao moubo to help find a debt restructuring party. Xiao moubo proposed to raise funds to repay debts through non-public offering of shares, which was recognized by Liu mouzhong, actual controller and vice chairman of * ST Zhongfu, and song mouming, chairman and general manager.
On August 12 of that year, * ST Zhongfu held a consultation meeting on non-public offering of shares to preliminarily determine the non-public offering plan. On August 15, * ST Zhongfu issued the announcement on the progress of suspension of major issues, saying that as of the announcement date, the company was still actively discussing major issues with Yuecai company and other relevant institutions, and was currently negotiating to formulate a debt restructuring plan, The company plans to issue non-public shares (issue shares to no more than 10 specific objects and raise no more than 3 billion yuan) on the premise that the significant impact of the matters involved in which the opinions cannot be expressed in the 2014 annual audit report has been eliminated. On August 19, * ST Zhongfu preliminarily identified 7 non-public offering objects.
Due to the uncertainty in the debt restructuring of Yuecai company, * ST Zhongfu is also negotiating with other institutions on borrowing in order to meet the conditions for non-public offering of shares.
Here, another key person in this case appeared.
On August 26, 2015, on the basis of preliminary contact, Zhang mouhan, then deputy bank level leader of Anshan bank, and others went to * ST Zhongfu to carry out due diligence and negotiate loan matters.
On September 5, 2015, Yuecai company sent a letter to * ST Zhongfu saying that it was not suitable to participate in * ST Zhongfu’s debt restructuring. Subsequently, * ST Zhongfu decided to suspend the major events of this debt restructuring.
In early September 2015, Anshan bank started the loan approval procedure on the basis of preliminary due diligence, and then held the loan approval committee on September 18. On September 22, Anshan Bank signed a loan agreement with * ST Zhongfu, with a loan amount of 200 million yuan for the purpose of repaying overdue corporate bonds. On September 24, Anshan bank issued an initial loan of 144 million yuan to * ST Zhongfu* St Zhongfu promised Anshan bank not to use the loan provided by Anshan bank until the remaining 250 million yuan of self raised funds required to repay corporate bonds are received.
Things are going well here.
On October 30, 2015, * ST Zhongfu signed the share subscription agreement with effective conditions with 9 non-public offering objects such as Changzhou company, Hefeng investment and Tiemuzhen. The non-public offering shares of * ST Zhongfu do not exceed 650 million shares, and the raised funds do not exceed RMB 2.152 billion, of which RMB 1.673 billion is used to repay the company’s loans, and the remaining funds are used to supplement working capital after deducting the issuance expenses.
On October 31, 2015, * ST Zhongfu issued the 2015 plan for non-public development of A-Shares and other relevant announcements, saying that it plans to issue no more than 650 million shares to 9 specific objects such as Changzhou company, and the trading of the company’s shares will resume since the opening of the market on November 2, 2015.
friends of deputy bank level leaders threw 2.75 million to buy
Guangxi securities regulatory bureau pointed out that * ST Zhongfu plans to solve the debt problem affecting the non-public offering of shares and implement the non-public offering of shares, which belongs to inside information. The inside information shall be formed no later than August 26, 2015 and made public on October 17, 2015. Zhang mouhan, deputy bank level leader of Anshan bank, is responsible for leading Anshan bank to carry out due diligence on * ST Zhongfu. He is an insider of the case.
Zhang Yi and Zhang mouhan, who were involved in insider trading, had a close relationship. Both of them traveled to Chengdu, Sichuan during the National Day in October 2015. Zhang mouhan admitted that he had contacted Zhang Yi in September 2015 and Zhang mouhan had telephone contact with Zhang Yi in October 2015. In other words, the two had contact during the sensitive period of inside information.
On September 11, 2015, Zhang Yi began to buy “* ST Zhongfu”, and then bought again on September 14, September 15 and September 23. She bought 750000 shares of “* ST Zhongfu” for four times, with a transaction amount of 2.7498 million yuan.
On November 2, 2015, after the resumption of trading of * ST Zhongfu, “Zhang Yi” account sold all of them, with a transaction amount of 4.36 million yuan. From the disk point of view, from Zhang Yi’s buying to selling, * ST Zhongfu’s share price increased significantly, up 22.31%. Zhang Yi also made a lot of profits.
According to the statistics of the stock exchange, “Zhang Yi” account trading “* ST Zhongfu” made a profit of 1.6042 million yuan.
4.8125 million yuan was confiscated
the party concerned provides proof of living difficulties
The CSRC believes that Zhang Yi sold her shares at a loss and bought Zhuhai Zhongfu Enterprise Co.Ltd(000659) shares on a large scale, and the time is basically the same as the loan approval time of Anshan bank. The first transaction Zhuhai Zhongfu Enterprise Co.Ltd(000659) is a large purchase, which is not in line with normal trading habits.
Therefore, it is considered that buying before the disclosure of insider information constitutes insider trading.
However, Zhang Yi also put forward several defense opinions, including the wrong identification of the time when the inside information in this case was formed, and Zhang mouhan was not closely related, Zhang mouhan was not an insider of the inside information, and the trading of her own account was in line with the trading habits all the time, and there was no abnormality, etc.
At the same time, after the hearing, she provided proof materials about her life difficulties. She divorced twice and now supports two minor children and two old people. I am ill and often need to be hospitalized. At present, her only source of income is salary. Her monthly after tax income is more than 5000 yuan. Her family has a heavy burden. Most of her gains from early stock investment have lost money and she is unable to bear huge fines. Please consider the special difficulties faced by herself and her family as appropriate.
Although after the review, Guangxi Securities Regulatory Bureau believed that Zhang Yi’s defense opinion could not be established, combined with the specific circumstances of the case and Zhang Yi’s personal and family situation, starting from the principle of “adhering to the combination of punishment and education”, Guangxi securities regulatory bureau decided to reduce the amount of fine imposed on Zhang Yi as appropriate, issued a fine of 1604158 yuan for confiscation of illegal income and 3208316 yuan.
(source: Daily Economic News)
