April 28, Branch Tatsu shares announced the Shandong Branch Tatsu Group Co., Ltd. (hereinafter referred to as "the group") in 2007-2009 with the listed companies carried out a series of large sums of money, no doubt partially uncovered its hidden secrets. The announcement shows that the company shares 600986. SH) parent company of the group of 3-year cumulative occupy listed companies more than 2.2 billion yuan, although the back of the occupied funds and paid the corresponding interest, but the Wuhan University Law School of Mengqing, June 10, said the securities daily reporter interviewed that even if the money returned, the group is still a serious violation, It involves false statements, false transactions, the problem is very serious, it is possible to investigate criminal responsibility. 3-year occupation of more than 2.2 billion dollars in a serious misrepresentation according to the April 28, 2010 branch Tatsu shares, "about the situation of funds occupy" disclosure, the group because of its own funds, in 2007-2009 with the branch Tatsu shares carried out a large amount of capital transactions, resulting in the actual occupation of the listed company funds. According to the branch of the shares of the "information on the use of funds", from 2007 to 2009 3 years, and the group has accumulated a total of 96 funds occupied, the cumulative amount of up to more than 2.2 billion yuan. By comparing the annual reports of the 2007 and 2008 of the shares of the company, we can see that there is a serious misrepresentation in the information disclosure of the shares of the branch. In 2007, a total of 5 funds took place, the amount of money accumulated amounted to 11,576 400,000 yuan. The shares of the company in its 2007 report, "linked debt," said 2007 "the company to the relevant party to provide funds of 20.75 million yuan, because of short borrowing time, the company's financial costs less impact;" The company's subsidiary of the British company to the Kai Yin Company 6 million yuan (other receivables) in accordance with 10% Proportion of the proposed bad debts prepared 600,000 yuan, the corresponding increase in the company's management costs. Also in 2008, a total of 41 funds took place, the amount of the accumulated amounted to 93,741 620,000 yuan. Ke Tatsu shares 2008 Annual Report "Related debt and debts" in the disclosure, in 2008 to the relevant party to provide a total of 32.5 million yuan, the balance is 500,000 yuan. Ironically, in the 2008 Annual report, the company also disclosed that "during the reporting period, according to the CSRC's notice on preventing the recurrence of capital problems of listed companies by the China Securities Regulatory Commission" and the Shandong Securities and Regulatory Bureau's "notice on further standardizing the exchange of funds between listed companies and related parties", The company set up a leading group to prevent the major shareholder and related party funds Occupy behavior special activities, formulated the "Ke da Group Co., Ltd. to prevent major shareholders and related party funds occupation behavior of the implementation of the program", the company and the controlling shareholder and related party funds occupy and relevant situation inspected. After self-examination, the company does not exist large shareholder and related party funds occupy problem. However, neither self-examination nor the establishment of various funds management system has failed to prevent the associated party to occupy the listed company's funds. Even in 200In 9 years, 50 funds were still occupied, amounting to a cumulative amount of 116,608, 890,000 yuan, and even at the end of 2009, 5,813.570,000 yuan was not recovered. by April 20, 2010, the group had fully repaid the appropriation and paid interest on the bank's shares at the same time as the loan rate. In this regard, experts believe that the group's use of the parent company's funds means that "related transactions are not related to", the specific means of the company's shares through the unrelated third party and the parent companies, the group of large capital transactions. It is unclear what companies or individuals are unrelated. 1 Major accounting error correction exposure Branch Tatsu shares letter "ghost" branch Tatsu shares 2003 years made Dongying "wins Dong Jinhua community, traffic Police Detachment residential area, the district Trade and Industry Bureau of Residential west, the Yellow River Road North, Guangzhou Road East" one place. Since then, the Dongying Planning bureau has carried out a new plan for the land area, adding a municipal road which divides the land into two pieces and undermines the company's overall development plan for the land, which has resulted in a lower than expected development value. To this end, the shares of the company are reflected to the relevant departments for appropriate financial compensation. By consensus, the Dongying Land Reserve Centre has been awarded compensation to the company in the form of repurchase of the land. According to the disclosure of the motion on correction of major accounting errors, which was approved by the Board of Directors of the sixth session of 2010, April 6, 2010, the company signed a land reserve agreement with the Dongying Land Reserve Centre in April 2006, and agreed that the land compensation fee would be 46.7124 million yuan. Regarding the Dongying of the Land Reserve Centre, the company shares said, "We mistakenly believe that the repurchase behavior is different from the general sale of land assets, because of the planning of the loss of the company's economic compensation, rather than the acquisition of corporate assets, resulting in the failure to perform decision-making procedures, disclosure." When the company receives the above land compensation payment from the Dongying financial centralized Payment center, the account receivable of the current period is artificially reduced. At the end of 2006, the company actually received the corresponding works, as the above works have been reversed, the operator asked to break into the account of the group, after the group's funds tight, the long-term occupation of the sum. 2008, the company took into account that the bought land had not been processed, to require the group to return the sum, in December 2008, the group entered the company in the form of a land compensation fund in which the financial officers counted the amount received as an non-operating income, subject to the Land Reimbursement section. "The accounting error correction led to the adjustment of the corresponding data in the 3 financial statements for 2006, 2007 and 2008." In fact, when the shares of the company disclosed the 2008-year period, the securities daily, on April 10, 2009, had a title entitled "Hide-and-Seek" for the sale of a significant asset of the company, 30.79 million yuan for nearly a year.No disclosure was made, questioning the disclosure of land transfers by the shares of the company. and branch Tatsu shares for the "Securities daily" the above article is clarified: April 13, 2008, the company and Dongying Land Reserve Center signed the "Land Reserve agreement" Agreement agreed to land compensation costs of 46.7124 million yuan. December 24, 2008, the company received the compensation fee, and with the Dongying Land Reserve Center for land transfer formalities. Compared to the above information disclosure can be seen, as early as the end of 2006, branch Tatsu shares received the project, but has been to the group in use. Funds occupied, continued to be a case for investigation July 16, 2009, Branch Tatsu shares received the SFC Jinan Inspection Bureau Investigation notice, because the company suspected information disclosure violates the securities laws and regulations, according to the "People's Republic of China Securities Law" relevant provisions, decided to the branch of the stake for investigation. May 19, 2010, branch Tatsu shares received the SFC Shandong Securities Regulatory Bureau Investigation notice, because the company suspected of violating securities laws and regulations, according to the "People's Republic of China Securities Law" relevant provisions, decided to investigate the company. March 23, 2010, Liu Dishui shares board of directors received the chairman of the written resignation report, Liu Dishui resigned from the company chairman, directors, board of Directors of the Strategic Committee and other functions. May 7, 2010, the Board of Directors of Lu Jiang received a written resignation report from director and Treasurer of the board of Directors, Han Xiaoquan. Lu Jiang, Han Xiaoquan resigned from the current position and continue to stay in the company's shares work. The reasons for the resignation of the 3 senior executives are "personal reasons". During his tenure, the company's shares were heavily occupied, and the company's Board expressed its appreciation to the 3 executives for their contributions to the company during their tenure in the announcement. Two shareholder is the majority shareholder of controlling shareholder and two shareholder have no relation? The 2009 Annual report revealed that the group, although holding a 18.37% per cent stake in the company, had a slightly lower shareholding ratio than Guangrao County Investment Limited (hereinafter referred to as Jinrun investment, Jinrun Investment holds 19% per cent of its shares), but in the company's board of Directors, All members of the Board of Supervisors are directors and supervisors from the Dakota Group, so the group has substantial control over its shares and is the controlling shareholder of the company. Thus, the actual control of Liu Dishui shares is man-made. The group was established on December 28, 1996 with a registered capital of 94.978 million yuan. According to the homepage of the group, the chairman of Liu Dishui Group is the honorary member of Shandong CPPCC and the outstanding private Entrepreneur of China. Why the Jinrun investment failed to control the board of Directors of Dakota, why it has not been possible to stop the group's ability to occupy large sums of money for a listed company for more than 3 years is still difficult for investors to understand, as listed companies say there is no relationship between Jinrun investment and the group. In this respect, an independent director of a listed company said there must be a problem here, because noA large shareholder of a company will take advantage of the two shareholders of a listed company for no cause. Data link the amendment to the criminal law of the People's Republic of China (VI) stipulates: V. Amend the 161th article of the Criminal law to: "The company, enterprise that has the obligation of information disclosure according to law, provides the shareholders and the public with false or concealed important facts, or other important information which should be disclosed according to The supervisors and other persons directly responsible for the interests of shareholders or others, or other serious circumstances, shall be sentenced to three years ' imprisonment or criminal detention, and a fine of more than 200,000 yuan at or above 20,000 yuan. "Nine, in the criminal law 169th after adding one, as one of the 169th:" The listed company's directors, supervisors, senior management personnel in violation of the company's loyalty obligations, the use of convenient job, manipulate the listed companies engaged in one of the following acts, resulting in the interests of listed companies suffered significant losses, Shall be sentenced to three years ' imprisonment or criminal detention, and shall be liable to a single penalty. Where the interests of the listed company suffer particularly significant losses, the office shall be sentenced to imprisonment for three years or more, and shall be fined: (i) providing funds, goods, services or other assets to other units or individuals without charge; (b) on manifestly unfair terms, Provide or accept funds, commodities, services or other assets; (iii) Provision of funds, goods, services or other assets to units or individuals that are manifestly insolvent, and (iv) to provide security for units or individuals that are manifestly insolvent or for which no justification is provided for other units or individuals (v) Without justifiable reasons to waive their claims or incur obligations, and (vi) to harm the interests of listed companies by other means. "The controlling shareholder or the actual controlling person of the listed company directs the directors, supervisors and senior management of the listed company to carry out the act of the preceding paragraph and shall be punished according to the provisions of the preceding paragraph." "The controlling shareholder or the actual controlling person of the listed company committing the crime of the preceding paragraph is the unit, and the unit is fined, and the supervisor and other persons directly responsible for the offence shall be punished according to the provisions of the first paragraph." ”
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