Securities code: 600836 securities abbreviation: Shanghai Jielong Industry Group Corporation Limited(600836) No.: pro 2022-003 Shanghai Jielong Industry Group Corporation Limited(600836)
Announcement on receiving the warning letter from Shanghai regulatory bureau of China Securities Regulatory Commission
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Shanghai Jielong Industry Group Corporation Limited(600836) (hereinafter referred to as “the company”) and relevant personnel have recently received the decision on Issuing warning letter on Shanghai Jielong Industry Group Corporation Limited(600836) from Shanghai regulatory bureau of China Securities Regulatory Commission (hjzz [2022] No. 9, 10, 11 and 12) (hereinafter referred to as “the warning letter”). The relevant contents are hereby announced as follows:
1、 Contents of warning letter
” Shanghai Jielong Industry Group Corporation Limited(600836) , Wang Aihong, Zhao Hongguang, Xu Shi:
After investigation, your company (unified social credit code 91310000132227493a) has the following facts:
1. The information disclosure of major contracts is not timely
On September 26, 2020, a wholly-owned subsidiary of your company, Yangzhou Jielong Mingdu Real Estate Co., Ltd. (hereinafter referred to as “Jielong Mingdu”) signed a commercial housing sales contract with Yangzhou Fulin Trading Co., Ltd. (hereinafter referred to as “Fulin trading”), and Jielong Mingdu sold the A3 shop of Yangzhou YuLongWan Commercial Plaza developed by Jielong Mingdu to Fulin trading, The total contract amount is 65.2973 million yuan, and the operating profit confirmed in the current month is 16.9695 million yuan, accounting for 18.30% of the audited net profit (absolute value) attributable to the shareholders of the listed company in the latest fiscal year (2019). On November 25, 2020, Jielong Mingdu signed the commercial housing sales contract with Yangzhou Jiebo Trading Co., Ltd. (hereinafter referred to as “Jiebo trading”). Jielong Mingdu sold the shop A4 of YuLongWan Commercial Plaza in Yangzhou to Jiebo trading, with a total contract amount of 26.89 million yuan, and the operating profit confirmed in the current month was 9.5659 million yuan, Accounting for 10.32% of the audited net profit (absolute value) attributable to the shareholders of the listed company in the latest fiscal year (2019). With regard to the above matters, your company did not timely fulfill the obligation of information disclosure through temporary announcement, and did not disclose relevant information in the 2020 annual report until April 29, 2021.
The above acts of your company violate the provisions of paragraph 1, paragraph 2, item 3 of Article 30 and paragraph 1 of Article 33 of the measures for the administration of information disclosure of listed companies (Order No. 40 of the CSRC).
2. The difference between the actual situation of corporate governance and the requirements of normative documents is not disclosed
On September 9, 2020, your company held the first interim meeting of the ninth board of directors, elected the actual controller Wang Aihong as the chairman, and the board of directors appointed Zhao Hongguang and others as senior managers. On the same day, Wang Aihong said at the manager’s office meeting of your company that “due to busy work and limited energy, Mr. Wang Zhengyu is entrusted to be responsible for the overall management of the daily operation and management of the company”. On May 20, 2021, your company held the first meeting of the 10th board of directors, elected Zhao Hongguang as the chairman and Wang Aihong as the vice chairman, and the board of directors appointed Zhao Hongguang as the general manager. Wang Zhengyu is no longer responsible for the daily operation and management of your company. Entrusted by Wang Aihong, chairman of your company, from September 9, 2020 to May 20, 2021, Wang Zhengyu is fully responsible for the daily operation and management of the listed company.
Wang Aihong, the actual controller and chairman of your company, entrusted his duties to Wang Zhengyu on the grounds of “busy work and limited energy”, which is not in line with the provisions of paragraph 1 of Article 22 of the standards for the governance of listed companies (CSRC announcement [2018] No. 29). In the case of failing to perform relevant procedures, Wang Aihong only notified Wang Zhengyu by holding a manager’s office meeting that Wang Zhengyu was entrusted to be responsible for the overall management of the company’s daily operation and management. Wang Zhengyu actually performed the duties of senior managers of your company, which is not in line with the provisions of paragraph 1 of Article 51 of the standards for the governance of listed companies. Your company did not disclose the significant difference between the actual situation of the above corporate governance of your company and the normative documents on the governance of listed companies issued by the CSRC in the 2020 annual report, It does not comply with the provisions of paragraph 1 of Article 57 of the standards for the contents and forms of information disclosure by companies offering securities to the public No. 2 – Contents and forms of annual reports (revised in 2017) (CSRC announcement [2017] No. 17), and violates the provisions of paragraph 1 of article 2 of the measures for the administration of information disclosure by listed companies.
According to item 3 of Article 59 of the measures for the administration of information disclosure of listed companies, our bureau has decided to take regulatory measures to issue warning letters to your company.
As the then chairman of Shanghai Jielong Industry Group Corporation Limited(600836) , Wang Aihong failed to perform her duties diligently and was mainly responsible for the above-mentioned acts of Shanghai Jielong Industry Group Corporation Limited(600836) and violated the provisions of Articles 3, 38 and 40 of the measures for the administration of information disclosure of listed companies. In accordance with the provisions of paragraphs 1 and 2 of Article 58 and paragraph 3 of Article 59 of the measures for the administration of information disclosure of listed companies, our bureau has decided to take regulatory measures to issue warning letters to you.
Zhao Hongguang, as the then director and general manager of Shanghai Jielong Industry Group Corporation Limited(600836) , failed to perform his duties diligently and was mainly responsible for the above-mentioned acts of Shanghai Jielong Industry Group Corporation Limited(600836) and violated the provisions of Articles 3, 38, 40 and 44 of the measures for the administration of information disclosure of listed companies. In accordance with the provisions of paragraphs 1 and 2 of Article 58 and paragraph 3 of Article 59 of the measures for the administration of information disclosure of listed companies, our bureau has decided to take regulatory measures to issue warning letters to you.
As the Secretary of Shanghai Jielong Industry Group Corporation Limited(600836) board of directors at that time, Xu Shi failed to perform his duties diligently, was responsible for Shanghai Jielong Industry Group Corporation Limited(600836) the above acts, and violated the provisions of Articles 3, 38, 40 and 44 of the measures for the administration of information disclosure of listed companies. In accordance with the provisions of paragraphs 1 and 2 of Article 58 and paragraph 3 of Article 59 of the measures for the administration of information disclosure of listed companies, our bureau has decided to take regulatory measures to issue warning letters to you. If you are not satisfied with the supervision and administration measures, you can apply to the China Securities Regulatory Commission for administrative reconsideration within 60 days from the date of receiving the decision, or you can bring a lawsuit to the people’s court with jurisdiction within 6 months from the date of receiving the decision. During the period of reconsideration and litigation, the above supervision and management measures shall not be suspended. ” 2、 Relevant description
The company and relevant personnel attach great importance to the problems reflected in the warning letter, will take this as a warning, draw lessons, strictly abide by the company law, the securities law, the measures for the administration of information disclosure of listed companies, the stock listing rules of Shanghai Stock Exchange and other laws and regulations, and strictly comply with the relevant provisions of the accounting standards for business enterprises and the information disclosure system, Improve compliance awareness, strengthen internal management, improve the quality of information disclosure and standardized operation level of the company, promote the continuous, standardized and healthy development of the company, safeguard the interests of the company and all shareholders, and promote the healthy, stable and sustainable development of the company.
It is hereby announced.
Shanghai Jielong Industry Group Corporation Limited(600836) board of directors January 18, 2002
