Lugang Technology pre-present related transaction equity transfer only for admission tickets

Source: Internet
Author: User
Keywords Associated transactions equity transfers tickets prior
Tags accounting accounting for the total business business is company consumption controlling controlling shareholder
Journalist Lin Lin related transactions are regarded as the company's method of adjusting profits. Recently, the reporter found a planned listing of the company before the meeting frequently with its associated companies have procurement transactions, and part of the purchase amount is significantly lower than fair market prices, suspected of profit delivery.  The company is scheduled to be on April 8, Jiangsu Lugang Technology Co., Ltd. (hereinafter referred to as "Lugang technology"). According to the Lugang technology disclosure of the IPO, the company has not only with a number of "relative companies" have huge transactions, and there are serious capital consumption. Coincidentally, the brothers ' company rushed to transfer the stakes before the Lugang Technology program went public.  It's easy to imagine that Lugang Technology and its affiliates are just trying to get a "ticket" to the market. "Relative company" intertwined April 8, Lugang Technology will accept the audit committee. This is mainly engaged in various types of knitted wool yarn and high-grade worsted fabric production and sales company.  It is reported that this will issue 53 million shares, accounting for about 25% of total equity. Because of the large number of controlling shareholder's business, Lugang Technology also has many related parties and related transactions. The IPO report shows that the controlling shareholder and the actual control person of Lugang technology are Chan Wenrong, holding 48,307,907 shares of the company, accounting for the total equity of 30.38% of the first issue. In fact, Chan Wenrong in addition to holding Lugang technology, but also holding Zhangjiagang Deer Investment Co., Ltd. (hereinafter referred to as "big deer Investment"). The data show that, in addition to Chan Wenrong, other major shareholders of Lugang technology, Miujinyi, Qian Zongwei and Chen Haidong, all hold a stake in the investment of the great deer.  From this shareholding structure, it can be said that Lugang technology and the big deer investment is "brother company."  And the big deer investment is also like real estate, logistics, textile and other business and equity companies, and this part of the company and Lugang technology has been linked to transactions. Among them, the import and export business is the main investment direction of the big deer. 2005, Lugang Wool Textile Group (predecessor of Lugang Technology) funded 2 million yuan, set up Zhangjiagang free Trade Zone Logistics Park Wanyuan Logistics Co., Ltd. (hereinafter referred to as "Wanyuan Logistics"), accounting for 40% of registered capital. 2007, Lugang Wool Textile Group and deer Investment signed the "equity transfer Agreement", Lugang Wool Textile Group at the capital price of the sale of its own Wanyuan logistics stake.  It is reported that Wanyuan logistics business scope for ordinary cargo warehousing, international freight forwarders, Self-and import and export business of all kinds of goods. In addition, the old bank's textile business is also the investment focus of the great deer. 2006, Lugang Wool Textile group contributed 300,000 yuan, accounting for 30% of total investment set up Zhangjiagang Textile Industry Co., Ltd. (hereinafter referred to as "rain Tatsu textile Industry"), and then use the same method to the hands of the whole transfer of equity to the big deer investment.  2007, when Lugang Wool Textile Group also held in the hands of Tak Sheng Dyeing and Finishing Co., Ltd. (hereinafter called "Desheng Dyeing and finishing") 30% of the equity transfer to the big deer investment. After the stock right after the sale, Lugang technology and deer investment under the three subsidiaries of Wanyuan logistics, rain Tatsu textile industry and Desheng dyeing and finishing constitutes a"Nephew" relationship.  The amount of capital occupied by nearly 60% transactions accounted for more than 13% of the relevant parties, and this part of the relevant party in the Lugang technology before, but also frequently occurred related transactions. According to the report, Lugang technology purchased goods from Wanyuan Logistics in 2009 and 2010 respectively. In 2009, the transaction amount was up to 81.93 million yuan, which accounted for 11.03% of the total amount of the business. In 2009, Lugang Technology's main supplier list, Wanyuan Logistics ranked second in the main supplier. In 2010 years, Wanyuan Logistics to Lugang technology transactions of the amount of 32.05 million yuan, accounting for the total amount of transactions in the current 3.11%.  In 2010, the list of major suppliers of Lugang technology, the fifth trading amount of 34.4926 million yuan, accounting for 3.35%, only 0.24% of the transaction amount of Wanyuan logistics. In addition, before the meeting, Lugang technology and its "nephew" relationship of the rain Tatsu textile industry, Desheng dyeing and finishing also have related transactions.  Lugang technology mainly to the rain Tatsu textile industry procurement part of the cotton, the report shows that from 2008 to 2010 three years, Lugang technology and the rain Tatsu textile trade amounts are 11.33 million yuan, 10.44 million yuan and 11.55 million yuan, respectively, accounting for the current business transactions of the total of 1.66%, 1.4% and 1.12%. Although the transaction amount is not much, but it is worth noting that Lugang technology in the related transactions to obtain a lower than the market price of raw materials procurement prices, suspected of profit delivery. In terms of trading with the company, the price difference between the two companies in 2008 and 2009 was 2.76% and 7.47%, respectively. In other words, Lugang technology is a discount to buy the rain tatsu textile industry materials. In this respect, Lugang science and technology in the declaration, said, "because the issuer to the rain Tatsu textile industry to buy a large number of cotton, so the purchase price is lower than the third strategy."  According to the reporter's rough statistics, in the last three years of transaction records, Lugang technology and Desheng dyeing and finishing, such as at least 4 related parties have been linked to transactions.  It should be pointed out that, although the associated Party unit transaction amount is not much, but if all the related party transactions are added up, this share of the supplier ratio is not low. Take 2009 years as an example, Lugang technology and Wanyuan logistics, rain Tatsu textile industry and Desheng Dyeing and finishing of the related transactions are 81.93 million yuan, 10.44 million yuan and 8.78 million yuan, the cumulative of 101 million yuan, accounting for the current period of the total business transactions are 11.03%, 1.4% and 0.72%, cumulative 13.15%.  This amount was also higher than the 12.47% per cent share of the first major supplier. In fact, the funds of these affiliated parties are also very serious. From the 2008 financial indicators, million logistics and other 6 related parties of the prepaid, accounts payable and other receivables of the amount of up to 112 million yuan.  And the current parent company Lugang Technology The total amount of the above three indicators is 186 million yuan, accounting for close to 60%. Share transfer only for listed "tickets" In order to further do the main business of fine Lugang science and technology, reduce the related party transactions, in the declaration, Lugang Technology said the actual controller intends to gradually transfer the above deer investment and its subordinate subsidiaries, Wanyuan Logistics, Desheng dyeing and finishing and rain Tatsu textile industry in October 2010 and November are transferred out.  and Lugang Technology also stated in the Declaration, brother company Deer Investment has been with the relevant parties signed the "Equity transfer agreement." Very coincidentally, Lugang technology Brother company transfer Associated party equity time, coincided with the eve of Lugang technology listing.  It is easy to think that the company is in order to be able to get the "ticket" of the listing, and then hastily transfer the shares of the relevant party to others. All along, the independence of the company's sprint capital market is a bad mishap.  Familiar with the capital operation of the industry to reporters that in 2009, there have been several listed companies because of its controlling shareholders and their related enterprises have linked transactions, and ultimately failed to pass the audit committee.  It is noteworthy that although Lugang technology has been signed with the relevant parties to the transfer of shares agreement, but in the declaration, there is no detailed account of the situation has been explained. "Investment letters" from Guangzhou
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