According to the data, as of January 14, eight A-share listed companies have issued announcements on the change of actual controller since 2022. The reasons for the change include the expiration and termination of the agreement on concerted action, the introduction of new strategic investors, the implementation of asset restructuring, non-public offering, etc.
various reasons
The introduction of new strategic investors is the most common reason for the change of actual controllers. On the evening of January 5, 2022, it was announced that Nantong Jinlun Holding Co., Ltd., the controlling shareholder of the company, Anfu International (Hong Kong) Investment Co., Ltd., the person acting in concert, and Lu Ting, the actual controller of the company, signed a share transfer intention agreement with Wuchan Zhongda Group Co.Ltd(600704) Yuantong Industrial Group Co., Ltd. this transaction involves the change of the controlling shareholder and actual controller of the company. If this transaction is completed, Yuantong industry will become the controlling shareholder of the company, holding 29% of the company’s shares, and the state owned assets supervision and Administration Commission of Zhejiang Provincial People’s government will become the actual controller of the company.
In some companies, the actual controller is changed due to the expiration and termination of the agreement on concerted action. Robotechnik Intelligent Technology Co.Ltd(300757) on the evening of January 7, 2022, it was announced that the agreement on concerted action of relevant shareholders would not be renewed after it expired on January 8, 2022, and the relationship of concerted action would be terminated upon expiration. This led to the change of the actual controller of the company, which was jointly controlled by Dai Jun, Wang Hongjun and Xia Chengzhou.
There are also companies that change their actual controllers due to non-public offering. Shenyang Commercial City Co.Ltd(600306) on the evening of January 6, 2022, it was announced that due to the company’s non-public issuance of a shares, its shareholding ratio was passively reduced by more than 5%, and the controlling shareholder and actual controller of the company changed.
In addition, there are some changes in the actual controller due to special reasons. For example, Beijing Huafeng Test & Control Technology Co.Ltd(688200) the reason for changing the actual controller is the death of the original actual controller.
the exchange pays attention to
After disclosing the announcement that the actual controller intends to change, some listed companies immediately received the attention letter from the exchange.
Taking Tanac Automation Co.Ltd(300461) as an example, the company announced that Feiyao investment plans to obtain the control of the company by means of share agreement transfer, voting right entrustment, subscription of shares issued by the company to specific objects and waiver of voting rights by the original controlling shareholder and actual controller. The controlling shareholder of the company will be changed to Feiyao investment and the actual controller will be changed to Xiao Yongfu.
In this regard, the Shenzhen Stock Exchange issued a letter of concern, requiring the company to disclose in detail the background, process, purpose and specific impact on the company’s production and operation of the planning of this event by the controlling shareholder, actual controller and other counterparties. At the same time, the company is required to explain in combination with the transferors of this agreement, such as Takeda Xiangsi, Takeda Zhousi, Kono Fujino and Qian Chenglin, their positions in the company, the nature of their shares, the performance of their commitments, the freezing of stock pledge, personal large external liabilities, etc.
Tanac Automation Co.Ltd(300461) in response to the letter of concern from the exchange, said that the controlling shareholder and actual controller of the company planned to withdraw from the management and operation of the company for personal reasons. The actual controller of the counterparty is optimistic about the development prospect of the company and seeks to obtain the control of the listed company. In this transaction, the original controlling shareholder and actual controller of the company intended to withdraw, while Feiyao investment wanted to obtain control. The needs of both parties agreed and maintained good communication and friendly negotiation. According to the planning and commitment of the counterparty, Feiyao investment and its actual controller will support the listed company to become bigger and stronger in the future by means of strategic cooperation and optimizing resource allocation.
the stock price fluctuates significantly
From the stock price performance, after the announcement of the change of actual controller, the stock prices of relevant listed companies generally fluctuated significantly.
It was announced on January 6, 2022 that the company implemented the Shandong Yabo Technology Co.Ltd(002323) reorganization plan and the Shandong Yabo Technology Co.Ltd(002323) reorganization investment agreement. After this equity change, Quanxing technology holds Shandong Yabo Technology Co.Ltd(002323) about 445 million shares, with a shareholding ratio of 21%. It is the largest shareholder of the company and the voting rights of the shares of the listed company that can actually be controlled are enough to have a significant impact on the resolutions of the general meeting of shareholders of the company. The controlling shareholder is changed to Quanxing technology and the actual controller is changed to Zaozhuang SASAC.
After the announcement, Shandong Yabo Technology Co.Ltd(002323) share price fluctuated significantly. After a continuous decline in the limit, it stabilized and rebounded on January 10. It rose the limit continuously on January 11 and January 12, and closed close close to the limit on January 13.
According to the announcement of abnormal stock trading fluctuations disclosed by the company on the evening of January 13, under the supervision of the manager of Shandong yabaite, Shandong yabaite agreed to transfer part of the equity, external creditor’s rights and other current assets held by Shandong yabaite according to the provisions of the property management plan, combined with the actual situation of reorganization and relevant legal provisions. This asset disposal will cause the company’s asset impairment loss and affect the company’s owner’s equity and net profit in 2021. The specific amount shall be subject to the audit of the annual report. If the company successfully implements the reorganization and completes the reorganization plan, it will help to optimize the company’s asset liability structure and improve the company’s sustainable operation and profitability. If the reorganization fails, the company will be declared bankrupt.
Insiders said that for listed companies facing delisting risk warning, the change of actual controller will enhance investor confidence. Some companies are facing business difficulties. After introducing strategic investors, they are expected to improve their business performance and make the company basically face the good. However, for listed companies with frequent changes in actual controllers, investors should polish their eyes.
