The infighting lasted for more than 8 months, and the equity dispute between the two camps of Wantong technology became more and more intense.
Since the outbreak of infighting in March this year, the board of directors of Wantong technology has gradually formed the Tibet Jingyuan camp represented by Li Zhen, the current chairman of Wantong technology, and the southern Silver Valley camp represented by Yi Zenghui, chairman of saiying technology.
Nanfang Silver Valley Technology Co., Ltd. (hereinafter referred to as Nanfang Silver Valley) and Tibet Jingyuan Enterprise Management Co., Ltd. (hereinafter referred to as Tibet Jingyuan) are the first and second largest shareholders of Wantong technology, and the difference in the company shares held by the two companies is only 24000 shares.
On the evening of November 19, Wantong Technology issued the announcement on reply to the concern letter of Shenzhen Stock Exchange. In view of whether the subsidiary Chengdu Saiying Technology Co., Ltd. (hereinafter referred to as saiying technology) is out of control, the two camps still hold their own opinions.
Wantong technology believes that in view of the companys possible loss of control over saiying technology, the companys internal audit department is unable to carry out audit work on saiying technology, and the current chairman and legal representative of saiying technology are still unable to perform their duties normally, the company is unable to verify the authenticity of saiying technologys financial data in the first three quarters of 2020.
Yi Zenghui said that the listed company has never lost control of SAIN technology since its acquisition by the listed company to the date of this reply letter.
The board of directors is controlled by them and they can put on whatever hat they want. On November 22, Yi Zenghui told time weekly.
This is the eighth letter of concern received by Wantong science and technology since the infighting incident occurred.
With the intervention of supervision and the appearance of the mysterious shareholder Wang Sheng, the dispute over the control right of Wantong technology is in suspense again.
faint clue. According to the investigation of time weekly, the tangled contradictions and disputes of Wantong science and technology may have been doomed four years ago.
The origin of internal struggle
On September 27, 2017, Wantong technology held an interim general meeting of shareholders, deliberated and passed the proposal on signing the agreement on issuing shares to purchase assets with attached conditions, which planned to purchase 100% equity of saiying technology held by Yi Zenghui, Lin mushun, Zhang Hehua and Wu Changnian by means of non-public share issuance to specific objects.
According to the time weekly reporters investigation, the reorganization of Wantong technology and saiying technology is inseparable from three people Wu Changnian, Zheng Yu and Zhao Linlin.
In 2016, Yi Zenghui got to know Zhao forestry through the introduction of Wu Changnian, a member of Chengdu military industry circle. Soon after, Zhao forestry introduced Zheng Yu to Yi Zenghui. At that time, Yi Zenghui never thought that Zhao forestry and Zheng Yu would eventually stand opposite to him.
At that time, they said that they would invest in saiying technology, help saiying technology carry out capital operation or go public. I thought it would be good for me, and I agreed. Yi Zenghui told the times weekly.
After that, the three people reached an agreement that Yi Zenghui transferred its equity of saiying technology to Zheng Yu and Zhao forestry, while Zheng Yu and Zhao forestry helped saiying technology carry out capital operation.
However, Yi Zenghui did not transfer saiyings equity to Zheng Yu and Zhao forestry, but to Zhang Hehua and Lin mushun.
According to the acquisition plan of Wantong technology, on September 27, 2016, saiying technology held a shareholders meeting, and all shareholders unanimously agreed that Yi Zenghui would transfer 20% of saiyings equity to Linshu, 15% to Zhang Hehua and 5% to Wu Changnian.
According to Yi Zenghui, Lin Shushun and Zhang Hehua are the equity proxies of Zheng Yu and Zhao forestry, respectively.
Huang Lin, the investment director of Southern Silver Valley, said in an interview with the media: Zheng Yu has several vests, and Lin Shushun is one; Liang Shan, Liu Han and Wang Yadong have formed a concerted action, which is also Zheng Yus vest.
According to the third quarter report of Wantong technology in 2020, Liangshan, Liu Han and Wang Yadong are all shareholders of listed companies.
In addition, it was revealed that before the acquisition of Wanyu science and Technology Co., Ltd., Wanyu science and Technology Co., Ltd. acquired a large number of shares of Wanyu science and Technology Co., Ltd., which was listed in Anhui SAITONG Technology Co., Ltd., through the acquisition of zhengyutong technology.
The acquisition of saiying technology by Wantong technology was made by Zheng Yu and Zhao Linlin. Yi Zenghui told the times weekly.
In March 2018, Wantong technology completed the acquisition of saiying technology. In the following two years, SAIN technology completed its performance commitment to listed companies. At the same time, Tibet Jingyuan also began to enter the vision of investors.
On the evening of March 10 this year, Wantong technology announced that Tibet Jingyuan increased its holding of 607000 shares in the company through centralized bidding on March 9, accounting for 0.1473% of the companys total share capital. After the increase, Tibet Jingyuan held 20603600 shares, accounting for 5% of the companys total share capital.
In June, Tibet Jingyuan once again raised its brand of Wantong technology, and its share of Wantong technology rose to 10%. A series of operations of Tibet Jingyuan point to the central figure Zheng Yu.
According to Tianyan data, Zheng Yu is a shareholder of Shanghai Dehui Investment Management Co., Ltd. (hereinafter referred to as Shanghai Dehui) and the remaining shareholders are Zhou Yan, Lin mushun and Li Zhen. Li Zhen, the current chairman of Wantong technology, is also a shareholder of Shanghai Zhigu Asset Management Co., Ltd. (hereinafter referred to as Shanghai Zhigu) and Shanghai Yingxue Investment Management Center (limited partnership) (hereinafter referred to as Shanghai Yingxue), and the actual controller of Shanghai Yingxue is Zheng Yu, and Shanghai Yingxue also holds the equity of Shanghai Zhigu Asset Management Co., Ltd.
In addition, the major shareholder of Shanghai Yingxue daylight investment partnership (limited partnership) with Shanghai Yingxue as GP is Zhu Yanqiu, and Xiamen Bulu asset company (hereinafter referred to as Xiamen Bulu) with Zhu Yanqiu as the major shareholder also has two shareholders, namely Liangshan and Li Minghai. All three hold or have held the equity of Wantong technology.
In addition, the fund was sponsored by the chairman of the fund, Mr. Liang Xueshan, and Mr. Zheng Jiaoyu.
Through the analysis of the above equity relations, it is found that Li Zhen, Zhou Yan, Lin mushun and Liangshan are all related to Zheng Yu. According to Yi Zenghui to the times weekly, although Zheng Yu seems to be the core figure, there is another person behind him - Huang Tao.
The actual controller of Jingyuan in Tibet is Huang Tao. According to Yi Zenghui, Huang Tao and Zheng Yu are students. According to Tianyan survey data, the shareholders of Tibet Jingyuan are Huang Tao and Huang Shiying, with shareholding ratios of 60% and 40% respectively. They also hold all the shares of century Jinyuan Investment Group Co., Ltd. (hereinafter referred to as century Jinyuan).
Huang Tao and Huang Shiying are related to another character.
In early 2018, the boss of century Jinyuan, Huang Rulun, withdrew, and his sons Huang Tao and Huang Shiying were responsible for managing century Jinyuan. ***
As a matter of fact, before Jingyuan of Tibet was officially raised, the Dehui system under the control of Zheng Yu and Huang Tao had long been lurking in Wantong technology in many ways.
Since 2016, natural person shareholders associated with Dehui system have continuously entered the listed companies. In the third quarter of 2016, the new shareholders of Wantong technology included Liang Shan, Chen Haihua and Zhu Yanqiu, who held 2.37%, 1.91% and 1.23% respectively. In the first quarter of 2017, Li Minghai, a shareholder of Xiamen bro, became the seventh largest shareholder of Wantong technology, with a shareholding of 1.57%.
On March 4, 2020, Wantong technology held a shareholders meeting. Three directors, Li Zhen, Wang Hui and Zhou Yan, jointly proposed to remove Zhou Kaifa, the then chairman of Wantong technology and the actual controller of Nanfang Silver Valley. Liao Kai and Zhen Feng, two directors with the background of Southern Silver Valley, defected, and Wantong science and technologys internal fight began.
The ownership of control right is still uncertain
With Zhou Fazhans dismissal, and the expiration of the voting power entrustment agreement signed by Nanfang Silver Valley and Wantong technologys founders and former actual controllers Wang Zhongsheng, Yang shining and Yang Xinzi expired in December 2018, Wantong technology fell into a state of no controlling shareholder and no real controller, and the infighting gradually intensified.
On September 23 this year, the board of directors of Wantong technology decided to remove Yi Zenghui, Yao Zongcheng and Tang Shirong from their posts as directors of saiying technology and re elected Liu Jinggang, Zhang Hongbo and Shuai Hongmei as directors of saiying technology.
With the appearance of Li Mingfa, Chen Xiangwei, directors nominated by Tibet Jingyuan, and three directors sent to saiying technology, including Liu Jinggang, Zhang Hongbo and Shuai Hongmei, Shiji Jinyuan, a group company mainly engaged in real estate, hotel and cultural tourism, has emerged, directly pointing to the control of listed companies.
The further increase of Jingyuan in Tibet also challenges the equity leading position of Southern Silver Valley.
At the same time, Yi Zenghui and the southern Silver Valley camp also fought back. On September 25, Nanfang Silver Valley, a shareholder of yizenghui United Company, proposed to hold an interim shareholders meeting on October 15 to remove four non independent directors, including Li Zhen, Liao Kai, Wang Hui and Zhen Feng, but the proposal was rejected by Wantong technology.
On October 15, the board of supervisors of Wantong technology approved the proposal of Yi Zenghui and Nanfang Silver Valley to recall four non independent directors, including Li Zhen, Wang Hui, Liao Kai and Zhen Feng, by a full vote. The date of the extraordinary shareholders meeting is scheduled for November 20.
However, on the same day, the current management of Wantong technology filed a lawsuit with the court on the ground of Yi Zenghuis violation of the acquisition commitment, requesting the cancellation of all shares of Wantong technology held by Yi Zenghui. After that, the board of supervisors of Wantong technology cancelled the temporary general meeting of shareholders scheduled to be held on November 20 because of the uncertainty of Yi Zenghuis identity.
It is understood that Yi Zenghui and Nanfang Yingu signed the agreement on persons acting in concert on September 14, 2020, the agreement on voting power entrustment and concerted action signed by Nanfang Yingu and Anhua business management on May 8, 2020, and Yi Zenghui, together with Nanfang Yingu and Anhui Anhua enterprise management service partnership (limited partnership) (hereinafter referred to as Anhua enterprise management) are acting in concert.
The board of directors has taken out of context. The original commitment letter is a commitment to the actual controller status of Wantong technology of Wang Zhongsheng, Yang shining and Yang Xinzi. At the end of 2018, the companys actual controller has been changed to Nanfang Silver Valley. Their purpose is to lock in my voting rights, Yi told the times
On November 20, Anhui Securities Regulatory Bureau issued a letter of concern on the cancellation of the interim general meeting of shareholders of listed companies, requiring Wantong technology to explain the legitimacy of the reasons for the cancellation and whether the decision constitutes a restriction on the legitimate rights of shareholders.
In addition, Anhui Securities Regulatory Bureau verified that Wantong technology had violated the procedures of major events and the disclosure of the third quarter report. Therefore, the company was ordered to correct the administrative supervision measures, and Li Zhen, the then chairman of the company, was ordered to participate in the training.
On the other hand, the addition of Wang Sheng, the mysterious shareholder, has also added variables to the outcome of the fight.
Yi Zenghui disclosed to the times weekly that the southern Silver Valley camp is asking for the intervention of the Securities Regulatory Commission (CSRC) to reconvene the general meeting of shareholders. If the general meeting of shareholders is successfully held and Liao Kai and Zhen Feng, two former directors with background of Southern Silver Valley, are removed, then Wang Shengs choice will become very important. Time weekly reporter tried to interview Wang Sheng, but was declined. However, Yi Zenghui revealed that Wang Sheng tended to support the southern Silver Valley camp. He hopes the company can operate normally and develop in a good direction. Yi Zenghui told the times weekly. On November 5, Wang Sheng submitted an interim proposal letter to the board of supervisors of the listed company, requesting that the proposal on the election of Wang Sheng as a non independent director of the Fifth Board of directors be added to the interim shareholders meeting for deliberation. However, the interim proposal was not released by the board of supervisors of Wantong technology. Source: time weekly editor: Yang Bin_ NF4368
Yi Zenghui disclosed to the times weekly that the southern Silver Valley camp is asking for the intervention of the Securities Regulatory Commission (CSRC) to reconvene the general meeting of shareholders.
Times weekly reporter tried to interview Wang Sheng, but was declined. However, Yi revealed that Wang Sheng is inclined to support the southern Silver Valley camp. He hopes the company will operate normally and develop in a good direction. Yi Zenghui told the times weekly.
On November 5, Wang Sheng submitted an interim proposal letter to the board of supervisors of the listed company, requesting that the proposal on the election of Wang Sheng as a non independent director of the Fifth Board of directors be added to the interim shareholders meeting for deliberation. However, the interim proposal was not released by the board of supervisors of Wantong technology.