Father and son company catch a change the stock transfer of Qingdao Han cable is doubtful

Zhou HuanYu Beijing, August 30, Qingdao Han Cable Co., Ltd. (hereinafter referred to Qingdao Han Cable) announced the prospectus. Qingdao Han Cable formerly known as Laoshan County sand mouth People's commune Han River copper aluminum Factory, 1982 by the local Han River Village Commission invested 359,000 Yuan set up.　　In more than 30 years of development, the company gradually from a collective enterprise, into a private holding enterprises. However, in the process of transforming "collective" into "private holding" enterprise, its abnormal and complicated equity change is like a dazzling psychedelic drama: it includes "parent company Change subsidiary company, subsidiary Corporation", and equity transfer "Get on the bus first, then buy tickets".　　Under these puzzling drama, the shares of Qingdao Han Cable have gradually concentrated on the minority. First get on the bus and buy tickets 1994, Qingdao Han cable renamed Qingdao Power Wire and cable factory.　　At this time the cable factory has an allocation of assets of 115.465 million yuan, which belong to the Han River Village Committee 359,000 Yuan, belong to the enterprise employees 115.286 million yuan. 1997, cable factory to the cable factory after the evaluation of the net assets of 268.52 million yuan into the newly formed Han Cable Group Limited (hereinafter referred to as Limited), in accordance with the proportion of the early 1994 to divide the above assets.　　At that time, the Han River Village committee was divided into 834,000 yuan, the Enterprise employees were divided 267.686 million yuan. At this time, the Chinese cable limited shareholding structure: Han River Village Commission 834,000 Yuan, accounting for 0.31%, enterprise employees 267.686 million yuan, accounting for 99.14%, Qingdao Electric Power Industry Corporation (hereinafter referred to as power industry) capital contribution 1.18 million yuan, accounting for 0.44%; Qingdao Han River Cable Accessory factory (　　Hereinafter referred to as cable accessories factory, the investment of 300,000 yuan, accounting for 0.11%. March 2000, the Han Cable limited shareholder will pass the resolution, agreed to Han River Village Committee will be 268.52 million yuan, cable accessories factory will be 300,000 yuan to transfer funds to the Han River group 268.314 million yuan, power industry 506,000 yuan.　　On the same day, Han River Village Committee, cable accessories factory and Han River Group, power Industry signed the "Share transfer agreement."　　It is noteworthy that this time the transfer of shares only shareholders will be resolution.　　The transfer of the shares on March 27, 2000 in the Qingdao Industry and Commerce Administrative Bureau made a change of registration, April 5, 2000 completed registration.　　But until July 11, 2009, the transfer of the shares was Han River community (formerly Han) 2009 first resident meeting, Han cable shares 2009 first meeting of the General Assembly resolution confirmed. And 268.52 million of the equity transfer, also includes the "accumulated employees" will be Han River Village Commission holding the 267.18 million Han Cable limited equity, but Han River group did not pay equity transfer.　　The so-called "accumulated employees" refers to the history of holding the Han Cable Limited and Han Cable Limited predecessor of the accumulation of assets of employees.　　Until September 5, 2009, the Han River Group and its affiliated companies in 2009 the first meeting of the General Assembly resolution before the transaction to be confirmed. by July 2008 26Day, Han River Group and Han River Community Neighborhood Committee signed the "Equity transfer Supplement Agreement", the agreement of March 10, 2000 Han River group Han River Village Committee held by the Han Cable limited 834,000 yuan should pay the price of 3 million yuan.　　Han River Group on September 27, 2008 to pay the above 3 million yuan equity transfer. Moreover, March 25, 2008, Qingdao Zhenhua Asset Evaluation Co., Ltd. only issued green vibration Comment 2008-001a "Asset assessment Report", which shows that the Chinese cable shares to December 31, 2007 net assets of 660.9115 million yuan.　　According to this evaluation value, the Han River Village committee holds the Han Cable limited 834,000 yuan Investment (accounting for 0.31% of the registered capital), December 31, 2007 the evaluation value should be 2.0489 million yuan.　　On July 11, 2009, Han River community residents convened the first meeting of residents in 2009 and formed a resolution to confirm the results of the assessment. In addition, until July 26, 2008, the Han River Group in connection with the cable accessories factory held 300,000 Yuan capital, and cable accessories factory signed the "Equity transfer supplementary agreement."　　According to the evaluation value of the shares as of December 31, 2007, Han River Group paid 730,000 yuan to the cable accessory factory.　　In this series of complex stock rights operation Process, repeatedly appeared the word of Han River Group, this company in the end is what party sacred? Parent-son Han River Group is the controlling shareholder of Qingdao Han Cable. However, when the Han River Group was founded in 1997, it was a subsidiary of Han Cable Limited.　　Its shareholder structure shows that the Han Cable limited 13.57 million shares, Lu Qing industrial 1.35 million, Shandong Electric construction 810,000 shares, power industry 1.77 million shares, Zibo new court 270,000 shares, 803 employees 12.23 million shares.　　Since then, the Han River Group shares several changes, but at the outset there must be no real funding problems. The prospectus shows that in March 2000, "accumulated employees" only to the equity transfer of the Han River group to complement the full funding.　　This is also when the Han Cable limited "have accumulated workers" will Han River Village Committee held 267.18 million Han Cable limited share of the price of 267.18 million yuan to transfer to the Han River Group, but Han River group did not pay the reasons for the transfer of equity.　　At this point, "the accumulation of workers" from the direct holding of the Han Cable limited to become a direct holding Han River group, while the Han River group holding the Han Cable Limited, the father became a son, the son became a father.　　According to the Han River Group of December 20, 2005, "the accumulation of staff to quantify into Han River industrial shares measures", January 1, 2006, "accumulated employees" to the enjoyment of the rights and interests quantified to the Zhang Sixia and other 1029 natural persons, Han River group of natural persons shareholders formed.　　At this time, the Han Cable limited trade unions became the company's original shares platform, trade unions became the original stock exchange, and Han Cable Limited equity is gradually concentrated on the minority. After the above quantification, "accumulated workers" still hold 33.85 million shares of Han River GroupShares, "accumulated employees" will give the shares to the Han Cable limited trade union.　　However, this part of the stake was continuously transferred to the Zhang Sixia and other people, as at the end of August 2009, Han cable trade union has no longer hold Han River group shares. In the early 2006, the end of 2006, the end of 2007, the end of 2008, November 2, 2009, Han Cable Limited trade unions actually held Han River group shares of 33.85 million shares, 32.45 million shares, 113654 shares, 13093 shares and 0 shares respectively,　　The shares of the Han River group were 28.93%, 27.73%, 0.1%, 0.01% and 0, respectively. June 22, 2004, the Han Cable limited trade union issued a "power of attorney", according to the power of attorney, the Han Cable limited chairman of the Chinese Cable limited Zhang Sizhong's summer to exercise the Han Cable limited trade union held all the shares of the voting rights, until the Han Cable limited trade union held shares to the internal staff.　　Zhang Sizhong's summer's another identity as Han River Village secretary. But until November 28, 2009, Han Cable shares held in 2009, the first staff Congress, the meeting resolution confirmed June 22, 2004 Han Cable Limited trade union issued by the "power of attorney" valid, confirmed from June 22, 2004 to August 31, 2009,　　The voting rights of the shares of Han River Group held by the limited trade union of Zhang Sizhong's by Mr. Xia have been authorized and the voting rights exercised lawfully and effectively.　　This belated staff Congress, may be once again for the chaotic corporate governance structure "patching" behavior.　　In early 2006, the end of 2006, the end of 2007, the end of 2008, November 2, 2009, Zhang Sizhong's the actual control of the Han River Group shares of the Han River Group shares respectively the proportion of 31.21%, 30.27%, 12.72%, 12.86%, 12.85%. In fact, as early as 2007, Zhang Sixia and other people set up Han River investment, in the following years, Han River investment has not been a big action.　　By October 2009, however, Han River investments had become unusually active as a sudden injection of stimulants.　　From October 18, 2009 to October 25, Zhang Sizhong's control of Han River investment and the Han River group of 952 Natural shareholders signed the agreement on the transfer of shares, the acquisition of the above-mentioned natural shareholders total holdings of the Han River group 34.85 million shares.　　October 29, 2009, the Han River Group of 40 natural Persons shareholders signed the agreement on shares, agreed to be held by the Han River group 40.36 million shares in the valuation of capital increase to Han River investment. After this operation, after November 5, 2009, Zhang Sizhong's held a 54.1% stake in the Han River investment, Han River Investment holding a 64.52% stake in the Han River Group, Han River Group Holding 96.79% of the company's equity, Zhang Sizhong's summer through the control of Han River investment, indirect control Han River group and Qingdao Han Cable, Zhang Sizhong's summer actually holds the proportion of Qingdao Han cable reaches 33.78%.