Securities code: Chalkis Health Industry Co.Ltd(000972) securities abbreviation: ST Zhongji Announcement No.: 2022016
Chalkis Health Industry Co.Ltd(000972)
Announcement on the progress of litigation matters of the company
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Today, Chalkis Health Industry Co.Ltd(000972) (hereinafter referred to as "the company" or "Zhongji health") received the execution ruling (2021) Bing 0701 Zhi No. 13 bis served by the people's Court of Kuitun Reclamation District of Xinjiang production and Construction Corps (hereinafter referred to as "Kuitun Reclamation District Court"). The Kuitun Reclamation District Court made an enforcement ruling on the dispute over liability for damage caused by Xinjiang Jinsheng Populus euphratica Asset Management Co., Ltd. (hereinafter referred to as "Jinsheng Populus euphratica") and Xinjiang Zhongji tomato products Co., Ltd. (hereinafter referred to as "Zhongji tomato") and Zhongji health related party transactions.
1、 Basic information of this lawsuit
The cause of the case was the dispute between Jin Sheng Hu Yang and Zhongji tomato about the liability for damage caused by connected transactions. After the judgment came into force, the executee could not be found. Because Zhongji tomato was a wholly-owned subsidiary of Zhongji health before 2015 and was transferred to a company in Shenzhen by one yuan in 2015, and during the bankruptcy reorganization of Zhongji tomato in 2014, Jin Sheng Hu Yang failed to declare the creditor's rights, so Zhongji health applied to be added as the executee.
On January 23, 2021, the company disclosed the announcement on the progress of company litigation and account freezing. Jinsheng Populus euphratica applied to the Kuitun Reclamation District Court for enforcement. The Kuitun Reclamation District Court made a ruling (2021) Bing 0701 No. 13 as follows: freeze, deduct, detain or withdraw the defendant's Zhongji tomato, Zhongji health deposit and income of 12397092636 yuan; The interest during the period of delay in performance shall be calculated according to the actual payment time; If the above amount is insufficient, the property with corresponding value of Zhongji tomato and Zhongji health will be sealed up and detained.
For details, please refer to the company's designated information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) on January 23, 2021 Announcement on the progress of company litigation and account freezing (Announcement No.: 2021002) disclosed on the.
On October 20, 2021, the company disclosed the announcement on the judicial freezing of the equity of its wholly-owned subsidiaries. Kuitun Reclamation District Court issued a notice of assistance to Xinjiang Zhongji Red Tomato Industry Co., Ltd. (hereinafter referred to as "Zhongji red tomato"), a wholly-owned subsidiary of the company. Assist in the following matters: freeze the dividends and bonuses corresponding to the 100% equity of red tomato held by the executee Zhongji health, RMB 12397092636. The freezing period is 3 years (from September 7, 2021 to September 6, 2024).
For details, please refer to the company's designated information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) on October 20, 2021 Announcement on judicial freezing of equity of wholly-owned subsidiaries disclosed on (Announcement No.: 2021080).
To sum up, according to the company's self inspection, the account and equity frozen are as follows:
Statement of bank accounts
Account attribute Account No. frozen amount of deposit bank (yuan)
General account China Merchants Bank Co.Ltd(600036) Urumqi Xihong East Road sub branch 991 07039377.65
General household: Xinjiang Urumqi rural commercial bank Heping North Road sub branch 801 16873362.29
Statement of ownership
Company name equity freeze proportion freeze period
Zhongji traditional Chinese medicine technology (Xinjiang) Co., Ltd. 100% from February 4, 2021 to February 3, 2024
Xinjiang Zhongji Medical Co., Ltd. (from January to February 2024)
Xinjiang Kunlun stone tomato industry investment center partnership 6.5% from February 4, 2021 to February 3, 2024
(limited partnership)
Xinjiang Zhongji Red Tomato Industry Co., Ltd. 100% from September 7, 2021 to September 6, 2024
2、 Execution of settlement agreement
On March 30, 2022, the company disclosed the progress announcement on company litigation matters. The company has received the civil ruling (2021) of the Supreme People's Court of the people's Republic of China (hereinafter referred to as "the Supreme Court") No. 5690. The Supreme Court ruled to reject the company's claim in the case of objection to the execution of Zhongji health and Jinsheng Populus euphratica, Xinjiang Tianshan tomato products Co., Ltd. (hereinafter referred to as "Tianshan tomato") and outsiders in the Zhongji tomato case.
For details, please refer to the designated information disclosure media "Securities Daily", "Securities Times" and cninfo (www.cn. Info. Com. CN.) on March 30, 2022 Announcement on the progress of litigation matters of the company (Announcement No.: 2022014) disclosed on the.
After receiving the ruling result of the Supreme Court, the company shall immediately carry out communication and consultation with relevant parties. On April 12, 2022, the company signed the implementation settlement agreement with Jinsheng Populus euphratica. The main contents of the agreement are as follows:
Applicant: Xinjiang Jinsheng Populus euphratica Asset Management Co., Ltd
Executed by: Chalkis Health Industry Co.Ltd(000972)
According to the principle of honesty and trustworthiness and through friendly negotiation, the following implementation settlement agreement is reached in the case of the dispute between the executor Jin Sheng Hu Yang company and the executee Zhongji health related party transaction damage liability:
1. The amount of the execution object confirmed in this case according to the effective judgment document (2018) bingminzhong No. 32 is 12377974661 yuan (including the judgment principal of 12223588754 yuan, the appraisal fee of 89296507 yuan and the acceptance fee of the first instance case of 650894 yuan). In addition, Zhongji health, the person subjected to execution, shall pay 65744426 yuan of litigation fee delayed in the second instance and 19117975 yuan of execution fee to the court according to law. The total is 12462837062 yuan.
The debt interest during the period of delay in performance payable by the executee for failing to perform the effective judgment is 2958954843 yuan, which is calculated as the principal 1.75 million 1356 days (from July 13, 2018 to April 9, 2022). After friendly negotiation between both parties, the executor is requested to waive the debt interest during the period of delay in performance in full by 2958954843 yuan.
2. If other expenses are incurred in the performance of the settlement agreement, including but not limited to asset evaluation fees, auction fees, transfer fees, attorney fees, appraisal fees, custody fees, announcement fees, notification fees, reminder fees and other related expenses, the person subjected to execution shall bear them. In the process of assets offsetting debts, relevant taxes shall be borne respectively in accordance with relevant laws and regulations.
3. The executed Zhongji health promised to pay a total of RMB 19.8 million to the people's Court of Kuitun Reclamation Area in three installments before December 10, 2022. The first payment is 5 million yuan before April 2, 2022, the second payment is 5 million yuan before June 1, 2022, and the third payment is 9.8 million yuan before December 10, 2022.
4. While performing the payment obligations in accordance with Article 3 of this agreement, for other outstanding debts, the executee Zhongji health will pay off the above debts with its real estate located at 1-5-501, No. 8, North 1st lane, Qingnian Road, Tianshan District, Urumqi, and its real estate located at 1-4-401, No. 17, Qingnian Road, Tianshan District, Urumqi before September 30, 2022; If the person subjected to execution fails to pay off the debts in kind in accordance with this agreement or fails to repay all the money after paying off the debts in kind, and all the remaining unliquidated debts, the person subjected to execution shall complete the repayment obligations in the form of cash repayment before December 30, 2022.
5. Wujiaqu Guosheng Investment Management Co., Ltd. voluntarily provides execution guarantee to the applicant for execution for the performance of the obligations of the person subject to execution of this agreement. If the person subject to execution fails to pay any installment on time according to Articles 3 and 4 of this agreement, the guarantor promises to voluntarily and directly accept the court's enforcement. The scope of guarantee includes the amount of the subject matter on which the effective execution is based, the cost of realizing the creditor's rights and security rights arising from the execution process (including but not limited to evaluation fee, auction fee, execution fee, transfer fee, attorney's agency fee, appraisal fee, custody fee, announcement fee, notice fee, reminder fee, etc. and all expenses). The guarantee period under this agreement is three years from the day after the expiration of the performance period of all expenses such as the execution amount of this case as agreed in this agreement. Wujiaqu Guosheng Investment Management Co., Ltd. shall submit the execution guarantee to the execution court within 5 days from the effective date of this agreement.
6. After this Agreement comes into effect, the applicant for enforcement shall apply for lifting the freezing of the equity of Zhongji red tomato held by the executed Zhongji health, and the sealing up and freezing of the bank account. If the person subjected to execution fails to perform the agreed payment obligations in any period, the person applying for execution may apply for resumption of the execution of the original judgment.
3、 Status of this ruling
The executor of the application, Jinsheng Populus euphratica, submitted a written application to the Kuitun Reclamation District Court to apply for the cancellation of the bank account under the name of the executee Zhongji health and the Zhongji red tomato, Zhongji traditional Chinese medicine technology (Xinjiang) Co., Ltd. (hereinafter referred to as "Zhongji medical technology"), Zhongji emergency medical (Xinjiang) Co., Ltd. (hereinafter referred to as "Zhongji emergency medical") Freezing of equity of Xinjiang Kunlun stone tomato industry investment center partnership (limited partnership) (hereinafter referred to as "Kunlun stone investment center"). In accordance with Article 28 of the provisions of the Supreme People's Court on the sealing up, seizure and freezing of property in the civil execution of the people's court, the court of Kuitun Reclamation Area ruled as follows:
1. Lift the freeze on the bank account under the name of the executed person Zhongji health.
2. The freeze on the equity of Zhongji red tomato, Zhongji medical technology, Zhongji emergency medical treatment and kunlunshi investment center held by the executee Zhongji health was lifted.
4、 Impact of this lawsuit on the company
The implementation settlement agreement has been agreed and sealed for confirmation. The company will hire a professional organization to evaluate the major issues of debt repayment, and perform the deliberation procedures of the board of directors and the general meeting of shareholders after the evaluation organization issues the results.
The company held the 15th meeting of the 8th board of directors and the 4th extraordinary general meeting of shareholders in 2019 on August 28, 2019 and September 17, 2019 respectively, and deliberated and adopted the proposal on the proposed public listing and transfer of the company's real estate and the proposal on the proposed public listing and transfer of the red tomato real estate of the company's wholly-owned subsidiary, The company transferred the real estate of the company and Zhongji red tomato in Qingnian Road, Tianshan District, Urumqi through public listing in Xinjiang property exchange. In 2019, the first listing transfer price of the company's real estate was 622449 million yuan, and the first listing transfer price of Zhongji red tomato real estate was 636371 million yuan. Up to now, the relevant real estate has not been delisted and is still idle.
To sum up, the company has taken measures to implement the compensation scheme and its enforceability, and the equity of Zhongji red tomato held by the company is not likely to be enforced. The company's production and operation are normal, and the judgment result has not had a significant impact on the company's sustainable operation ability.
For this litigation matter, the company has fully accrued the estimated liabilities in 2020 according to the civil judgment (2020) Bing min Zhong No. 85 made by the BINGTUAN branch on December 11, 2020 and the execution ruling (2021) Bing 0701 No. 13 made by the Kuitun Reclamation District Court on January 13, 2021. Therefore, there is no impact on the company's production and operation, financial status and operating results in 2021, and there is no impact on the company's normal production and operation in the future.
The company will continue to pay attention to the progress of the matter and fulfill the obligation of information disclosure in time. The information disclosure media designated by the company are securities times, securities daily and cninfo.com, the information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）, the company solemnly reminds investors that all information of the company shall be subject to the announcement published in the information disclosure media designated by the above company. Please invest rationally and pay attention to investment risks.
It is hereby announced.
Chalkis Health Industry Co.Ltd(000972) board of directors April 12, 2022
