On April 15, the Zhongchang Big Data Corporation Limited(600242) limit on the cusp of the storm closed at 2.39 yuan per share. That night, the company issued an announcement on the reply to the inquiry letter of the Shanghai Stock Exchange, and many amazing details such as the removal of senior executives, the forcible control of directors and the forcible seizure of official seals were exposed one by one.
That night, the Shanghai Stock Exchange made another emergency move and issued a regulatory letter.
Source: company announcement
high level changes such as walking horse lamp
Recently, Zhongchang Big Data Corporation Limited(600242) management infighting has intensified. The president who has been in office for less than one year has been dismissed. The two vice presidents have just been dismissed and quickly returned to their original positions. The vice president and the Secretary of the board resigned angrily and took office again a week later. The change of senior management is dazzling.
On March 19, Zhongchang Big Data Corporation Limited(600242) convened the board of directors. President Zeng Jianxiang, who had been in office for less than one year, was dismissed, and two vice presidents Ye Qiwei and Ma Kai were also dismissed. At the same time, vice president Ji Mingrui was appointed as executive vice president of the company. However, for the above personnel appointment, there are serious differences within the board of directors.
More than 10 days later, Fang Yuan, vice president and Secretary of the board of directors, and Liu Yong, vice president, resigned and denounced the abuse of authority by the current board of directors and the new management, undermining the normal governance and operation of the company, and changing policies day and night. They “strongly disagree” and “can’t correct it, but they can’t be with it”.
More dramatically, at the extraordinary general meeting of shareholders on April 8, Ling Yun, chairman of the board of directors who dismissed the president and two vice presidents, was also removed from the post of director.
Subsequently, ye Qiwei and Ma Kai, who had just been dismissed last month, were reinstated, while Fang Yuan and Liu Yong, who had just resigned, also took office again.
Source: company announcement
official seal battle staged
On March 20, the Shanghai Stock Exchange issued an inquiry letter asking for a detailed description of the background of the proposal to dismiss relevant executives, and whether the current control of the company is stable and whether there is a competition for control.
According to the announcement, under the proposal of Shanghai Sansheng Hongye investment group, the shareholder holding 11.96%, Zhongchang Big Data Corporation Limited(600242) twice held board meetings, removed Zeng Jianxiang, ye Qiwei and Ma Kai, and appointed Ji Mingrui as executive vice president. The proposal, convening, convening and voting procedures of the two meetings were legal and compliant, but the appointment and dismissal of the executive vice president were not nominated by the president according to law, and the proposal procedures did not comply with relevant regulations and had defects.
Under the questioning of the Shanghai Stock Exchange, the details of the company’s competition for official seal were also exposed. According to the reply announcement, the company’s second shareholder Shanghai Aijian Trust Co., Ltd. and the third shareholder Jiangxi Ruijing Financial Asset Management Co., Ltd., as shareholders holding more than 10% of the total shares, jointly issued a proposal to the company’s board of directors to convene an extraordinary general meeting to consider the re-election of the board of directors, but the company’s chairman Ling Yun did not convene a meeting for deliberation.
Under the direct arrangement of Ling Yun, Sansheng Hongye personnel and social personnel forcibly broke into Ma Kai’s home, vice president of the company and head of the comprehensive management department, forcibly controlled Ma Kai and had physical conflict, and robbed the company’s official seal, Ma Kai’s computer and other personal belongings.
Shanghai Stock Exchange again
In response to the relevant issues mentioned in the reply to the announcement, the Shanghai Stock Exchange promptly issued a regulatory letter on the evening of April 15, requiring Zhongchang Big Data Corporation Limited(600242) to abide by relevant laws and regulations, ensure the stability and standardization of corporate governance, the effective implementation of internal control, and ensure the compliance and effectiveness of relevant procedures and resolutions on the appointment or removal of directors and senior managers.
According to the reply announcement, at present, the equity proportion of the top five shareholders of Zhongchang Big Data Corporation Limited(600242) ranking is relatively close, and the equity of Shanghai Sansheng Hongye investment group, the largest shareholder, is auctioned by the judiciary. At present, the control right of the company is unstable and may be changed.
In this regard, the Shanghai Stock Exchange said that the company should carefully demonstrate and judge the current situation of the company’s controlling shareholders and actual controllers from the aspects of the proportion of shareholders, the composition of the board of directors and the main body of recommendation and nomination, the agreement or agreement on concerted action between shareholders, and the actual situation of past decisions.
In addition, the Shanghai Stock Exchange also requires the company to ensure the compliance of corporate governance and the effective operation of the board of directors, perform the obligation of information disclosure in accordance with the law, and effectively safeguard the interests of listed companies and investors.
