Boyuan Investment faces compulsory delisting and major information disclosure is illegal
March 28, 2015 6:31 am
Source: Shanghai Securities News Author: Wang Ning
□From 2011 to 2014, many times forged bank acceptance bills, fictitious use of share reform performance commitment funds to purchase bank acceptance bills, bill replacement, discounts, advance payment and other major transactions
□From the perspective of purpose, means, amount and consequences, the illegal acts are very serious. After retrospective adjustment, the net assets of the four consecutive fiscal years from 2010 to 2013 were all negative
□Even if the major asset restructuring plan is successful, whether delisting can be avoided depends on whether it also complies with the conditions and judgment criteria required by the "Stock Listing Rules"
⊙Reporter Wang Ning○Editor Yan Jian
Due to a series of serious illegal acts, Boyuan Investment will become the first listed company facing forced delisting after the reform of the delisting system.
On June 17, 2014, Boyuan Investment was investigated by the Guangdong Securities Regulatory Bureau for suspected violations of information disclosure. SFC spokesperson Deng Ge said at a press conference yesterday that Boyuan Investment was suspected of violating the disclosure, non-disclosure of important information, and forging or altering financial tickets. The SFC has transferred the case to the public security agency for criminal responsibility. From a theoretical point of view, the nature of the transfer to the public security organ is heavier than the administrative penalty. Since the administrative penalty must be suspended, the transfer to the public security organ for criminal responsibility must be suspended.
Deng Ge also said that a total of 31 companies in Shanghai and Shenzhen are currently under investigation for suspected violations of information disclosure. If any of the above-mentioned companies is deemed to be a fraudulent issuance or a major information disclosure violation, the delisting mechanism will be initiated in accordance with the mandatory delisting requirements of major illegal companies.
Boyuan Investment’s illegal behavior is very serious
The information disclosed by the China Securities Regulatory Commission yesterday showed that the controlling shareholder Huaxintai announced on April 29, 2011 by Boyuan Investment had fulfilled and paid 384,528,45 million yuan of pledged funds for the share reform performance that had not been truly fulfilled. In order to conceal this fact, Boyuan Investment forged bank acceptance bills several times from 2011 to 2014, fabricated major transactions such as purchasing bank acceptance bills, bill replacement, discounting, and payment of advance payments with the share reform performance commitment funds, and disclosed financials. Periodic reports with serious false information.
Deng Ge said that from the administrative investigation, Boyuan Investment’s illegal activities are very serious, mainly manifested in the following aspects: From the perspective of purpose, Boyuan Investment forged bank acceptances to cover up the fact that the funds promised by the share reform performance were not fulfilled. The bill of exchange caused Boyuan Investment's 2011 annual report to inflate bank deposits and shareholder equity by more than 380 million yuan;
From the perspective of means, Boyuan Investment has forged bank acceptance bills several times from 2011 to 2014, and fabricated bill discounting and exchange transactions, and repeatedly used fake bank receipts and false bank acceptance bills to enter the account;
In terms of amount, from 2011 to 2014, Boyuan Investment inflated assets, liabilities, income and profits in its regular reports, and the amount was huge.
Finally, in terms of consequences, the net assets disclosed in the 2010 annual report of Boyuan Investment were -362 million yuan. After retrospective adjustment, the net assets of Boyuan Investment for four consecutive fiscal years from 2010 to 2013 were all negative.
Investors can file civil compensation suits
After Boyuan Investment is transferred to the public security, will it affect the normal trading of the company's stocks? Deng Ge said that after the release of the "Delisting Opinions", the Shanghai and Shenzhen Stock Exchanges revised the "Stock Listing Rules" and clearly transferred them to the public security or administrative penalties due to fraudulent issuance and major information disclosure violations as a mandatory delisting of the company. Specific circumstances. Accordingly, after Boyuan Investment is transferred to the public security for major violations of the law, the Shanghai Stock Exchange will initiate delisting procedures for the company's stocks in accordance with regulations. In addition, investors can file a civil compensation lawsuit against Boyuan Investment on the grounds that they have been violated by false statements.
Deng Ge said that even if Boyuan Investment successfully plans a major asset reorganization, whether it can avoid delisting will depend on whether it also meets the conditions and judgment criteria specified in the "Stock Listing Rules." Regarding the transfer decision, from a theoretical point of view, the nature of the transfer to the public security agency is more important than the behavior subject to administrative punishment. Since the administrative penalty must be suspended, the transfer to the public security agency for criminal responsibility must be suspended; in addition, the China Securities Regulatory Commission also It is still possible to make corresponding administrative punishment decisions based on opinions on the connection between administrative law enforcement and criminal justice.
31 companies are in the investigation stage
The Securities Regulatory Commission launched a new round of reform of the delisting system last year, and the exchange also revised the "Stock Listing Rules" to clearly stipulate that listed companies will be transferred to public security authorities for suspected violations of disclosure or non-disclosure of important information. Implementation of listing suspension and termination of listing.
Deng Ge revealed that a total of 31 companies in Shanghai and Shenzhen are currently under investigation for suspected violations of information disclosure laws and regulations. If any of the above-mentioned companies is deemed to be a fraudulent issuance or a major information disclosure violation, the delisting mechanism will be initiated in accordance with the mandatory delisting requirements of major illegal companies. In the early stage, the Shanghai and Shenzhen Stock Exchanges have urged relevant companies to regularly disclose the progress of case filing and risk warning announcements in accordance with the requirements. In particular, it has strengthened the disclosure of information such as the notice of investigation of the case and the advance notice of administrative penalty to fully reveal to investors Check the possible delisting risks of the company.