35.55 million The mystery of unpaid money Qingdao Han Cable parent transformer decryption

Source: Internet
Author: User
Newspaper reporter Zhou HuanYu Beijing September 3, Qingdao Han Cable Co., Ltd. (hereinafter referred to as Qingdao Han cable) first issued by the Audit Committee approved. However, despite the company's listing, the question of its equity transfer remains lingering.  (see this newspaper September 1, "Father and son company strange transformation of Qingdao Han Cable equity transfer" first car buy tickets ").  The actual control of the Han cable in Qingdao Zhang Sizhong's how to catch a strange transformation Han River Group and Han Cable Group Co., Ltd. (hereinafter referred to as the Chinese Cable Limited, the predecessor of the Qingdao Han cable) "father and son" company relationship? And one of the most confusing equity transfers: June 2004 Han Cable Limited transfer of 35.55 million shares to Zhang Sixia-led employees, but did not pay any transfer price.  The media is questioning the loss of collective assets.  In fact, the reporter conducted an in-depth investigation. "Father son" declassified Han River group's former Qingdao Han River Cable Co., Ltd., founded in August 1997, registered capital of 30 million yuan.  At that time, the shareholder's contribution was as follows: Han Cable limited 13.57 million shares, Lu Qing industrial 1.35 million shares, Shandong Electric construction 810,000 shares, Qingdao Electric power industry 1.77 million shares, Zibo new Court 270,000 unit 803 employees personal 12.23 million shares.  However, according to the reporter understand that the above 803 employees of the individual's 12.23 million yuan contribution, was not in place. In 1999 6-November, 803 employees of individual 12.23 million shares were transferred to the "accumulated employees."  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.  December 1999, the Han River group increased the capital 87 million shares, of which the Han Cable limited increase of 21.98 million shares, "accumulated employees" increased capital 65.02 million shares.  And the reporter learned that the situation is, the "accumulated employees" to increase the funds are still not in place.  And in 2000 years, the company's actual control Zhang Sixia began to plan the Han Cable Limited and Han River group restructuring. The ownership structure of the Han-cable shares can be seen from the current Zhang Sizhong's of the real idea of the summer.  At that time, the situation is: "There are accumulated employees" holding the Han Cable Limited, Han Cable limited holding Han River group.  And Zhang Sizhong's summer was the idea is: "There are accumulated workers" holding Han River Group, Han River Group holds limited Chinese cable, the final Chinese cable limited to achieve listing.  Therefore, Zhang Sizhong's Xia began to construct the Han Cable Limited and Han River group of "father-son" relationship conversion.  According to the prospectus, March 10, 2000, the Chinese cable limited shareholders will pass the resolution, agreed that the limited shareholders Han River Village Committee will be 268.52 million yuan, cable accessories factory will be 300,000 yuan to the Han River group 268.314 million yuan, power industry 506,000 yuan.  But the transfer was carried out without the consent of the employees, until July 11, 2009 Han River Community 2009 First resident meeting, Han cable shares 2009 first meeting of the General Assembly resolution was confirmed. And the so-called Han RiverThe village's 268.52 million Yuan capital contribution, includes "accumulates the worker" the capital contribution. However, the transfer of the Han River group did not pay the transfer price, because "the accumulation of employees" with the Receivable Han River Group's equity transfer 267.18 million yuan to complement the Han River Group's contribution. "However, this replenishment is also carried out without the knowledge of the workers," the prospectus shows, September 5, 2009 Han River Group and affiliated companies in 2009, the first meeting of the General Assembly resolution confirmed: "March 27, 2000," Accumulated employees ' use receivable Han River Group's equity transfer 267.18 million yuan to complement the Han River Group's contribution.  "To complement the capital contribution, the" accumulated employees "to the Han River Group when the establishment of the capital increase in 1999 and two of the capital is really in place. However, there are still many problems in the Han River Group and the limited Chinese cable. "There is a cross shareholding between the two companies, and the Han River Group holds a limited stake in the Han cable and the latter holds a stake in the former." Under normal circumstances, only financial investment, such a situation will occur, the holding type of cross shareholding is very rare. The complexity of the equity relationship is not conducive to company listing.  "The investment bankers said. "The issue of cross shareholding is due to the limited relationship between Han River Group and Han cable is not in place at once, so in this particular period, there is this particular phenomenon."  "The investment bankers said.  The mystery of unpaid sums in this case, the Han Cable Limited and the Han River Group of equity structure between the adjustment. June 2004, the Han Cable limited 35.55 million shares transferred to the "accumulated employees."  In this case, the prospectus is slightly vague, and this is also the main question in the media, namely, that this part of the equity transfer to the Zhang Sixia-led employees, and did not pay the transfer price.  According to the information obtained by the reporter, the transfer price of this part of the shares was 55.1 million yuan, and it did not pay for the transfer. According to the journalist, "the reason for not paying the transfer price was that when the Han cable was limited and the ' accumulated employees ' together with the Han River Group, ' There are accumulated employees ' substitution of the Han Cable limited to the Han River Group, so the liabilities formed by the transfer of the price are offset by the two debts formed by the previous contribution. Moreover, the transfer of the shares of the object is ' accumulated employees ', not Zhang Sixia and other individuals. In fact, at this time the ' accumulated workers ' equity has not been quantified to natural persons. According to the reporter obtained information, the signing of the share transfer agreement between the two sides are Han Cable Limited and Han Cable limited trade unions, that is, Zhang Sixia and other people did not sign the agreement.  The information obtained by the reporter shows that there are other "accumulated employees" listed behind the agreement. "At the time of signing, ' accumulated workers ' have not been clear to the natural person, so can not sign, and the transfer of equity, although the local trade and Industry bureau has made changes, but also only the name of the transfer, the Union is only on behalf of the holding."  People familiar with the matter said.Until January 1, 2006, "accumulated employees" internal rights and interests quantified, Han River group of natural shareholders formed. According to the prospectus, when a total of 1029 natural persons, such as Zhang Sixia, were granted equity stakes, more than 1000 people signed to confirm their 2000 holdings, the vast majority, but a minority shareholder still did not sign. "Some of these shareholders have died while quantifying equity, and the reason why a small proportion of shareholders are opposed is difficult to articulate," said a local source.  "Since then this part of the stake has been 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."  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. 2007, Zhang Sixia and other people set up a Han River investment. After some operation, after November 5, 2009, Zhang Sizhong's held Han River investment 54.1% of the equity, 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%.

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