Securities code: Sansheng Intellectual Education Technology Co.Ltd(300282) securities abbreviation: Sansheng Intellectual Education Technology Co.Ltd(300282) Announcement No.: 2022024
Sansheng Intellectual Education Technology Co.Ltd(300282)
Suggestive announcement on the company’s illegal external guarantee and other risk warnings that may be implemented in stock trading
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. Special tips:
1. The audit report (Zhong Huan Shen Zi (2022) No. 2210009) issued by Zhongshen Zhonghuan Certified Public Accountants (special general partnership), the audit institution of the company’s 2021 annual financial report, verified the existence of the pledge guarantee provided by the affiliated company or designated company with the bank certificate of deposit as the actual controller found in the self inspection of Sansheng Intellectual Education Technology Co.Ltd(300282) (hereinafter referred to as “the company”), but failed to fulfill the obligations of the board of directors According to the deliberation and decision-making procedures of the general meeting of shareholders, the company has provided external guarantees in violation of regulations. As of the date of this announcement, the company’s total balance of illegal pledge guarantee of certificates of deposit was 910 million yuan. At present, the company and the board of directors have urged the actual controller to take effective measures such as disposal of assets and legal loans to remove the illegal guarantee. The company expects to solve the above-mentioned illegal guarantee problem within one month.
2、 According to item (V) of article 9.4 of the GEM Listing Rules of Shenzhen Stock Exchange, “the company provides funds to the controlling shareholder or its affiliates or provides external guarantee in violation of the prescribed procedures and the situation is serious”, item 9.5, “there is no feasible solution for the above violations or although the solution is proposed, it is expected that it can not be solved within one month” and item (II) of article 9.5 “The balance of external guarantee provided by a listed company in violation of the prescribed procedures (except for the guarantee object being a subsidiary within the scope of the consolidated statements of the listed company) is more than 10 million yuan, or accounts for more than 5% of the latest audited net assets of the listed company”. If it is expected that it can not be solved within one month, the company’s stock trading will be subject to other risk warnings.
If the company cannot solve the above illegal guarantee matters before May 28, 2022 (including May 28), the company’s stock trading will be subject to other risk warnings.
1、 Matters and main reasons for other risk warnings that may be implemented
The unqualified audit report (Zhong Huan Shen Zi (2022) No. 2210009) issued by Zhongshen Zhonghuan, the audit institution of the company’s 2021 annual financial report, verified that the company had an affiliated company or designated company with the bank certificate of deposit as the actual controller to provide pledge guarantee, but failed to fulfill the deliberation and decision-making procedures of the company’s board of directors and the general meeting of shareholders, and the company provided guarantee in violation of regulations. As of the date of this announcement, the company’s total balance of illegal pledge guarantee of certificates of deposit was 910 million yuan. At present, the company and the board of directors have urged the actual controller to take effective measures such as disposal of assets and legal loans to remove the illegal guarantee. The company expects to solve the above-mentioned illegal guarantee problem within one month.
According to item (V) of article 9.4 of the GEM Listing Rules of Shenzhen Stock Exchange, “the company provides funds to the controlling shareholder or its affiliates or provides external guarantee in violation of the prescribed procedures and the situation is serious”, item 9.5, “there is no feasible solution for the above violations or although the solution is proposed, it is expected that it can not be solved within one month” and item (II) of article 9.5 “The balance of external guarantee provided by a listed company in violation of the prescribed procedures (except for the guarantee object being a subsidiary within the scope of the consolidated statements of the listed company) is more than 10 million yuan, or accounts for more than 5% of the latest audited net assets of the listed company”. If it is expected that it can not be solved within one month, the company’s stock trading will be subject to other risk warnings.
If the company cannot solve the above illegal guarantee matters before May 28, 2022 (including May 28), the company’s stock trading will be subject to other risk warnings.
2、 Measures to be taken by the company
In view of the occurrence of the above illegal guarantee, the board of directors of the company will actively urge the relevant responsible persons to make serious rectification and continuously track the relevant progress, so as to safeguard the legitimate rights and interests of the company and shareholders. At the same time, the company will also take the following main measures to eliminate the illegal guarantee as soon as possible. The details are as follows:
1. The company will seriously implement the internal control rectification measures, further improve the defective links of internal control such as fund management, strengthen the implementation, eliminate the recurrence of relevant violations, ensure the standardized operation of listed companies, and earnestly safeguard the interests of all shareholders, especially small and medium-sized shareholders.
2. The company will urge the actual controller to take effective measures such as disposal of assets and legal loans to remove the illegal guarantee as soon as possible. The board of directors will continue to disclose the above information and pay attention to the progress of the company in a timely manner. The information disclosure media designated by the company are securities times and http://www.cn.info.com.cn, The company’s information is subject to the official announcement disclosed by the above designated media. Please pay attention to the investment risks. It is hereby announced.
Sansheng Intellectual Education Technology Co.Ltd(300282) board of directors April 29, 2002
