Asset transfer, Jiangsu Wuzhong three trading

Source: Internet
Author: User
Keywords Maoni
November 30, Prev fell 46 points, Jiangsu Wuzhong (600200.SH) but counter the market again trading, 8.1 yuan.  This is the following November 26, November 29, the company's stock trading on the third day.  Stock price successive trading, originating from the company November 26 issued a 12 million yuan to obtain financial support announcement. November 26, Jiangsu Wuzhong issued a notice, the company is currently in the study of "National class of biological anticancer drugs recombinant human vascular endothelial endostatin injection research and development and industrialization" project, the Jiangsu Province has won the transformation of scientific and technological achievements 10 million yuan special funds to support.  In addition, the project also received Suzhou Wuzhong District Science and Technology Bureau of the supporting project funding of 2 million yuan, is planned to grant 2 million yuan in 2011. Jiangsu Wuzhong mentioned that recombinant human vascular endothelial inhibitor injection for a new type of biological anticancer drugs, with independent intellectual property rights, 2006 has been the national "863" project support for Non-small cell lung cancer.  Currently, the project is in the stage of application for phase III clinical research.  Jiangsu Wuzhong said that the project funding will be the project's three-phase clinical research work and future industrialization to provide important financial guarantee. However, Ching, analyst at the first Venture Research institute, believes that, according to current progress, this is only "Long March first step".  Even if the clinical research is successful, the company will be the fastest in 3 years or so to get production permits to go public. It is worth mentioning that in the Jiangsu Wuzhong stock Price, the company recently passed an asset purchase bill also has a trick.  Under the one hand of Wuzhong in Jiangsu Province, the transfer of assets and the purchase plan of the affiliated transaction finally passed the shareholders ' meeting in the way of the unrelated transaction.  Hot money speculation of the hot money speculation is the fuse of Jiangsu Wuzhong concept of biomedicine, that is, the injection of "recombinant human vascular endothelial endostatin injection." In this respect, in the first venture researcher Ching View, up to now, Non-small cell lung cancer treatment drugs competition is very intense. Currently available drugs for Non-small cell lung cancer include foreign drugs, gefitinib, domestic-made, and the domestic drug (recombinant human vascular endothelial endostatin).  Graciousness and Jiangsu Wuzhong in the study of drugs belonging to the same drug, has been listed for some time, but the market reaction is not strong.  Ching said, in the source of homology, because of the amino acid structure and grace, the company's products in the first phase of clinical not observed in patients with antibodies produced, and grace and the United States drugs in the first phase of the clinical production of antibodies, the company is expected to produce better results than grace.  However, for Jiangsu Wuzhong, if the clinical research is smooth, the company still needs to invest hundreds of millions of yuan of capital to officially start industrialization. "The new drug in the pharmaceutical industry has a relatively high gross profit margin, but the development costs are huge and accompanied by greater development risk." It is difficult to estimate the market development of the early stage of the company's products.  "Ching said. Data show that Jiangsu Wu Chinese Medicine Group Co., Ltd. has three pharmaceutical subsidiaries, Suzhou Long March-HinKay Pharmaceutical Co., Ltd., Jiangsu Wuzhong Su Pharmaceutical Development Co., Ltd., Jiangsu Wuzhong Nature Bioengineering Co., Ltd., 2009 to achieve net profit of 14.8612 million yuan,-890,900 yuan,-50,500 yuan.  Asset transfer It is worth mentioning that Wuzhong in Jiangsu Province started with the garment industry, then diversified development, first into the pharmaceutical industry, and now sell clothing companies, turned into real estate. But the company's annual performance is not a meager profit is a loss, in the profit and loss line on the tightrope.  2009 the company's annual net profit is only 14.5668 million yuan, the first three quarters of this year more loss of 5.8483 million yuan.  Previously, the company had expected 2010 1-December Cumulative net profit increased by more than 80% over a year earlier. The company said, mainly this year, the company's main business growth, the company holding subsidiary Clothing group part of the business implementation of internal risk contracting 减亏, as well as the company's second general meeting in 2010 to consider the transfer of the last year to produce large losses of the company's holding subsidiary clothing group (currently in operation).  In addition, this year, the company sold a holding subsidiary Suqian shares and transferred 10 million shares of Jiangsu Bank (currently in operation) to generate investment income.  However, the report of the reporter found that Jiangsu Wuzhong above the transfer of assets there is a foul, the company linked to the transaction is not related to the transfer of the assets of the information disclosed is not true, violates the "Company law" related provisions, suspected of profit transmission.  September 14, Jiangsu Wuzhong issued a notice, the company's board of directors passed the transfer of Apparel Group Equity and acquisition of Suzhou Longxing Real Estate Co., Ltd. (Long Hing Real estate) stake in the motion.  However, the reporter found that the Jiangsu Wuzhong and industrial industry related transactions is a low sales of the unequal trade, the transfer of clothing group discount, while the real estate companies have a substantial premium. September 12, 2010, the company will hold 98% of the clothing group's equity transfer to Societe Generale, the transfer price of 114.0771 million yuan. This part of the equity company's book cost is 245 million yuan.  After the transfer of the stock right is completed, the company will no longer hold the clothing group shares. The company said that the transfer of 98% of the apparel group's equity, will help the company further improve the financial situation, improve the profitability of the company's assets.  But it is worth noting that the transfer is a loss sale. According to the announcement, at the end of June 2010, the Apparel group realized operating income of 626.1161 million yuan, net profit-14.141 million yuan. NET assets of 151.3723 million yuan, 98% of the equity is the net assets of 148.3449 million yuan.  According to this calculation, the transfer price of 114.0771 million yuan is equivalent to about 23% of net assets discount.  At the same time, Societe Generale will hold a 95% of the company's stake transfer to Jiangsu Wuzhong, Jiangsu Wuzhong acquisition of longxing company 95% Equity transfer price of 222.615 million yuan. According to Lixin Certified Public Accountants Co., Ltd. Audit, Letter JunctionThe value of net assets as assessed in the audit report of the No. 25113 (2010) is 119.6373 million yuan, with an evaluation value of 108.9596 million yuan and a value-added rate of 95.87%.  In addition, the company will have a part of the Bank of Jiangsu shares 10 million shares transferred to Xingye Industrial, transfer price of 50 million yuan. More importantly, Jiangsu Wuzhong claims that there are no related transactions with Societe Generale.  However, this reporter survey found that Jiangsu Wuzhong not only with industrial enterprises have a relationship, but also in the name of the company to guarantee it. Jiangsu Wuzhong issued in March this year for its own holding subsidiaries, equity companies to provide security bulletin shows that Societe Generale is its equity participation in 19% of the participating subsidiaries. Jiangsu Wuzhong in the announcement of the statement as, "the relationship with the listed companies: the company's equity subsidiaries, the company holds its 19% per cent of the shares."  "Moreover, the company's maximum guarantee is 80 million yuan." In addition, industrial industry general manager Jin Jianping as Suzhou Xing Rui Precious Metal Materials Co., Ltd., Jiangsu Province Pesticide Research Institute Co., Ltd. chairman. He was a director of Suzhou Wuzhong Investment Holding Co., Ltd., a controlling shareholder of the company since November 2009. Earlier, after 3 capital operations, Jiangsu Wuzhong executives completed a plan for the 6-year-old management buyout.  Jin Jianping is one of nine top executives.  In this respect, Guangdong Ben Benniu law firm director Guohua lawyer said, Jiangsu Wuzhong has clearly violated the "Company law" related provisions, there is the suspicion of the transfer of interest. Article L25 of the Company Law stipulates: "The directors of listed companies have a relationship with the enterprises involved in the resolution of the Meeting of the Board of directors, they shall not exercise the right to vote on the resolution and shall not act as other directors."  "At the same time, the listing rules also stipulates that the shareholders of listed companies to consider related transactions, the relevant shareholders should avoid voting." Unfortunately, for the above related transactions, in Jiangsu Wuzhong's hand-managed, unexpectedly by the way of unrelated transactions through the General Assembly.
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