On May 17, Guanfu Holdings Co.Ltd(002102) announced that major shareholders Chen liequan and Shantou jinchuangying are planning to transfer part of the company’s shares held by them, totaling 135 million shares, to Chengfa capital. Meanwhile, Chengfa capital will accept the entrustment of voting rights of 587 million shares held by Chen liequan, Deng Haixiong, Shantou jinchuangying and Shantou JinSu. After the above voting power entrustment takes effect, Chengfa capital will become the controlling shareholder of the company, and Jingzhou SASAC will become the actual controller of the company.
According to tianyancha information, Chengfa capital was established in December 2017 with a registered capital of 200 million yuan, which is 100% controlled by Jingzhou SASAC, Guanfu Holdings Co.Ltd(002102) is its first foreign investment since its establishment .
controlling shareholder borrows illegally and Guanfu Holdings Co.Ltd(002102) bears huge liabilities
Guanfu Holdings Co.Ltd(002102) was founded in December 1999. It is a scientific and technological innovation enterprise driven by the synergy of medical and nutritional product synthesis process innovation and supply chain e-commerce operation. It was listed on the Shenzhen Stock Exchange in December 2006.
According to the annual report, in 2021, the company achieved a revenue of 13.533 billion yuan, a year-on-year increase of 5.38%; The net profit was 101 million yuan, a year-on-year decrease of 19.46%; In the first quarter of this year, the company achieved a revenue of 2.812 billion yuan, a year-on-year decrease of 5.89%, and a net profit of 115 million yuan, a year-on-year increase of 116%, more than that of last year.
In addition, as of the first quarter of 2022, Guanfu Holdings Co.Ltd(002102) total assets were 9.538 billion yuan and net assets attributable to shareholders of listed companies were 3.535 billion yuan.
The brewing and outbreak of this incident stems from the fact that in 2018, the Lin family, as the controlling shareholder of Guanfu Holdings Co.Ltd(002102) and in the name of Guanfu Holdings Co.Ltd(002102) and its holding subsidiary Shanghai five days, illegally issued commercial acceptance bills, external guarantees, external loans and other matters, totaling 236565656200 yuan. According to the data disclosed in the financial report, this huge debt is equivalent to 8.5 times of the company’s annual net profit and 44% of its net assets in 2017 the year before the debt occurred, which is more than the total profit of the listed company in the past ten years.
At present, Guanfu Holdings Co.Ltd(002102) the private placement debt guaranteed by Tongfu industry, an affiliated enterprise of the original controlling shareholder, has been overdue, and the original controlling shareholder has a debt crisis and is insolvent.
As for the violations of the controlling shareholders, Guanfu Holdings Co.Ltd(002102) said in the 2021 annual report as a listed company that after verification, the board of directors of the company believed that the company should not be responsible for the company’s lawsuit involving the violation of the original controlling shareholders. The board of directors of the company objected to the demands of the plaintiffs in each case. The company has actively responded to the lawsuit and spared no effort to safeguard the legitimate rights and interests of all shareholders.
state owned assets “take over”, how will the effect be
In recent years, local SASAC has made frequent moves in the capital market, especially in the case of poor management of private enterprises.
As shown in the above figure, in the first half of this year alone, Guizhou Transportation Planning Survey&Design Academe Co.Ltd(603458) disclosed the reorganization announcement, the controlling shareholder of the listed company was changed to Guiyang property control, and the actual controller was changed to Guiyang SASAC Geron Co.Ltd(002722) the controlling shareholder is changed to Yuantong industry, and the actual controller is changed to Zhejiang SASAC; Yanhua group, a 100% controlled subsidiary of Dalian SASAC, also took over Zoneco Group Co.Ltd(002069) , becoming its largest shareholder; The state owned assets supervision and Administration Commission (SASAC) of Foshan City has settled in Nanfang Ventilator Co.Ltd(300004) , Shenzhen Wenke Landscape Co.Ltd(002775) and other listed companies within half a year, and announced that it will actively carry out industrial investment and implement “listed company +” to give full play to the role of finance as a living water source.
Song Liyuan, an investment banker of a large securities firm in South China, said in an interview that under the background of the implementation of the registration system, it is of little significance to simply obtain shell resources, and the sale of state-owned assets is more expected to have clear industrial coordination and high-quality asset injection. Based on this, if there are major differences of opinion in the process of contact, or it is found that the operation of relevant assets does not meet expectations, the local SASAC will stop in time. On the whole, the attitude of state-owned assets towards controlling equity will be more cautious.
However, in terms of the overall level of enterprise development after the entry of state-owned assets, the SASAC’s timely assistance can not bring enterprises in business difficulties back to life immediately.
For example, enterprises such as Easy Visible Supply Chain Management Co.Ltd(600093) , Netposa Technologies Ltd(300367) , Jiangxi Firstar Panel Technology Co.Ltd(300256) and others, which were successively appointed by SASAC in 2019, continue to experience thunderstorms after receiving capital transfusion:
In April 2020, Netposa Technologies Ltd(300367) was filed for investigation by the CSRC, revealing violations such as huge external guarantees, occupation of funds and freezing of bank accounts;
Jiangxi Firstar Panel Technology Co.Ltd(300256) even more rarely, it claimed that there were accounting errors in the 2020 financial statements when preparing the 2021 semi annual financial statements, and the share price plunged nearly 40% in the week before the correction announcement;
In April this year, Easy Visible Supply Chain Management Co.Ltd(600093) former controlling shareholder Jiutian Group continued to roll the funds of the listed company into the bag in the name of factoring and supply chain related business, and falsely increased the income and profits of the listed company. Due to the particularly bad means and serious circumstances, it was sentenced to lifelong market entry measures and a fine of 5.2 million yuan.
Looking back, the debt and guarantee problems of most mine blasting enterprises before the takeover of state-owned assets have exposed various disadvantages of enterprises in operation and management. If they can not “scratch the bone and heal the wound” in the form of strengthening management after taking over, there is still a great risk of stepping on mines in the follow-up.
