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Insider trading again, regulators take strong action

2024-08-23

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On the evening of August 22, Coote Intelligent announced that Zhang Yan, a person acting in concert with the company's actual controller, had his illegal gains of 951,200 yuan confiscated and a fine of 2.8537 million yuan imposed by the Fujian Regulatory Bureau for insider trading in ST Shida's shares.

The registered place and office of ST Shida are both in Fuzhou, Fujian, and the registered place and office of Coote Smart are both in Qingdao, Shandong. Why did Zhang Yan, the person acting in concert with the actual controller of Coote Smart, engage in insider trading of ST Shida's stocks?

Insider trading in ST Shida stock

According to the latest announcement from Coote Intelligence, the Fujian Securities Regulatory Bureau recently issued an "Administrative Penalty Decision" to Zhang Yan, pointing out that Zhang Yan, as an insider of insider information, traded ST Shida's shares during the sensitive period of insider information.

The Fujian Securities Regulatory Bureau pointed out that Zhang Yan’s above-mentioned behavior violated the provisions of Article 50 and Article 53, paragraph 1 of the Securities Law, and constituted insider trading as described in Article 191, paragraph 1 of the Securities Law.

Cooter Intelligent announced that the matters mentioned in the above-mentioned "Administrative Penalty Decision" only involve Zhang Yan, who is not currently serving as a director, supervisor, senior manager or other position of the company, and this matter has nothing to do with the company.

Public information shows that Zhang Yan was born in 1982 and served as a director of Coote Intelligence from December 2016 to February 20, 2024. Equity penetration shows that the actual controller of Coote Intelligence and its persons acting in concert are Zhang Daili, Zhang Yunlan and Zhang Yan.

According to Kute Intelligence, Zhang Daili and Zhang Yunlan are father and daughter, Zhang Daili and Zhang Yan are father and son, and Zhang Yunlan and Zhang Yan are sister and brother. The three signed the "Agreement on Concerted Action" and became concerted actors.

By comparison, Zhang Yan resigned from the position of director of Coote Intelligence on February 20, 2024, and received the "Notice of Case Filing" issued by the China Securities Regulatory Commission on February 26, 2024.

The "Notice of Case Filing" shows that Zhang Yan was filed by the China Securities Regulatory Commission on December 14, 2023 for suspected insider trading violations.

Previously concealed information on shareholding

The reporter found that the intersection between Coote Intelligent and ST Shida mainly involves Fuzhou Chiheng Chengda Investment Partnership (Limited Partnership) (hereinafter referred to as Chiheng Chengda), and the latter's main asset is holding 4.87% of ST Shida's shares.

The Fujian Securities Regulatory Bureau found out that on December 24, 2021, Chiheng Chengda signed a "Cooperation Agreement" involving share holding with Quzhou Kute Internet Technology Service Center (Limited Partnership) (hereinafter referred to as Quzhou Kute).

The "Cooperation Agreement" stipulates that Chiheng Chengda will transfer its 4.87% stake in ST Shida to Quzhou Kute. The transferred shares will not be delivered, and Chiheng Chengda will continue to hold the above-mentioned shares of ST Shida on behalf of Quzhou Kute.

Tianyancha shows that Quzhou Kute was established on October 21, 2021, and the limited partner Kute Intelligent holds 99.5025% of the shares.

The Fujian Securities Regulatory Bureau pointed out that on December 27, 2021, Chiheng Chengda failed to inform ST Shida of the above matters truthfully and promised that there was no situation of holding ST Shida shares on behalf of others, resulting in inaccurate information disclosure in ST Shida's "Announcement on the Completion of the Reorganization Plan" on December 31, 2021.

In response to this, the Fujian Securities Regulatory Bureau decided on March 13, 2024 to take administrative supervision measures against Chiheng Chengda by issuing a warning letter and recording it in the securities and futures market integrity file database.

In terms of time, Chiheng Chengda and Quzhou Kute signed the "Cooperation Agreement" on December 24, 2021, which was just before ST Shida's stock price rose sharply.

Statistics show that from December 24, 2021 to May 27, 2022, the stock price of ST Shida (currently known as Shida Group) has increased by 403.96%.