Shandong Sinobioway Biomedicine Co.Ltd(002581) ( Shandong Sinobioway Biomedicine Co.Ltd(002581) ) on May 20, it was announced that the shares of the company held by Beijing Peking University Weiming bioengineering Group Co., Ltd. (hereinafter referred to as “Weiming group”), the largest shareholder of the company, accounting for 8.67% of the total share capital of the company, would be auctioned by the judiciary.
Shandong Sinobioway Biomedicine Co.Ltd(002581) is a well-known “University Department” enterprise. The controlling shareholder unnamed group is one of the three industrial groups of Peking University. If the auction is successful, Shandong Sinobioway Biomedicine Co.Ltd(002581) there may be a risk of the change of the largest shareholder and actual controller.
unnamed group’s 8.67% shares will be auctioned by the judiciary
The announcement shows that Shenzhen Futian District People’s court will publicly auction 57.204 million shares of the company held by unnamed group on Taobao judicial auction network platform from 10:00 on May 25, 2022 to 10:00 on May 26, 2022 (except for delay), accounting for 8.67% of the total share capital of the company.
So far, unnamed group holds Shandong Sinobioway Biomedicine Co.Ltd(002581) 76431000 shares, accounting for 11.59% of the total shares of the company. Meanwhile, all the shares of the company held by the unnamed group have been frozen by the judiciary.
In recent years, Weiming group has fallen into debt crisis. In 2021, Weiming group passively reduced its 14.79% Shandong Sinobioway Biomedicine Co.Ltd(002581) shares due to judicial enforcement. In addition, the group was included in the list of dishonest Executees for failing to perform the effective judgment of the court and outstanding debts.
For Shandong Sinobioway Biomedicine Co.Ltd(002581) , if the above judicial auction is successful, the company may have the risk of changing the largest shareholder and actual controller, as well as the legal risk in the process of such equity transfer, the risk of substantive transfer of control, and the risk of instability in the transition period of the company.
Up to now, the judicial auction is still in the publicity stage, and the follow-up may involve auction, payment, equity change and transfer.
annual report audit opinions are inquired
Earlier on May 16, Shandong Sinobioway Biomedicine Co.Ltd(002581) received the inquiry letter of the annual report, and the exchange paid attention to the audit opinions of the company’s annual report, the resignation of several executives and other issues.
It is worth mentioning that Shandong Sinobioway Biomedicine Co.Ltd(002581) ‘s 2021 annual report has experienced twists and turns from annual review to disclosure.
In March this year, Shandong Sinobioway Biomedicine Co.Ltd(002581) said that due to the particularity of the asset inventory of Jilin unnamed ginseng, a wholly-owned subsidiary, and the risk factors that the company has been issued with qualified opinion audit reports for four consecutive years, the management of the company has invited more than 10 accounting firms, but has not yet recruited an annual audit institution.
It was not until April 27 this year that Shandong Sinobioway Biomedicine Co.Ltd(002581) convened the shareholders’ meeting to consider and approve the appointment of Shenzhen Jiu’An Certified Public Accountants (hereinafter referred to as “Jiu’An Institute”) as the annual audit organization of the company.
Finally, Jiu’An office issued a qualified audit report on the financial report of Shandong Sinobioway Biomedicine Co.Ltd(002581) 2021. The main matters involved are the confirmation of Beijing Kexing’s long-term equity investment and investment income, and the determination of the value of debt paying assets of the controlling shareholder.
The “annual review” process of the financial report was not easy, and the “qualified opinion” was issued again, Shandong Sinobioway Biomedicine Co.Ltd(002581) then received the inquiry letter.
Shenzhen Stock Exchange requested the annual audit accountant to explain in detail whether the company has implemented sufficient and necessary audit procedures for the 2021 annual audit work, obtained sufficient and appropriate audit evidence, and fully communicated with the former accountant, corporate governance and audit committee in combination with the entry time of the audit team, the number of teams and the audit procedures for important accounting subjects and important subsidiaries, Whether there is a situation in which a qualified opinion replaces an unqualified opinion. And please Shandong Sinobioway Biomedicine Co.Ltd(002581) specify the progress of dispute settlement between the company and Beijing Kexing up to now, and the measures the company has taken and plans to take.
From the beginning of 2022 to the disclosure of the annual report, Shandong Sinobioway Biomedicine Co.Ltd(002581) there was also a “turnover wave” of senior executives, including the chief financial officer and the Secretary of the board of directors.
In addition, the exchange issued a letter of concern to the company on March 21, saying that it had received many complaints from investors, reflecting that Shandong Sinobioway Biomedicine Co.Ltd(002581) external consultation telephone was not answered, and the Shenzhen stock exchange required the company to conduct self-examination and explain the problem of answering consultation telephone. The company then replied that some time ago, due to personnel changes and adjustments, the office of the board of directors handed over new and old work, and the relevant personnel were still in the process of adapting and getting familiar with the business, so there were individual missed calls from investors.
In the inquiry letter of the annual report, the Shenzhen Stock Exchange also paid attention to the problem of the company’s internal governance, and asked the company to explain the reasons for the resignation of several senior executives and whether it had an impact on the preparation and disclosure of the company’s 2021 annual report and the company’s operation. And require detailed disclosure of self inspection problems and corresponding rectification of special actions for governance of listed companies.
