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the official seal of a listed company is lost! what happened? the chairman just took office in 1993!

2024-08-29

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what happened? a listed company suddenly announced that its company seal and id photo were lost.

the day before, the company's independent director cast an abstention vote on its semi-annual report, saying that he could not guarantee the truthfulness, accuracy and completeness of the company's semi-annual report this year.

earlier this month, the company elected a new chairman, zhao chenchen.

this company is the a-share gengxing co., ltd. (600753), which mainly engages in bulk commodity supply management, new energy vehicle charging piles and other businesses.


loss of official seal and certificate information

on the evening of august 28, gengxing co., ltd. announced that on august 1, the company's eighth board of directors agreed to elect zhao chenchen as the company's chairman, and his term of office will be from the date of approval by this board of directors to the date of expiration of the term of the eighth board of directors.

gengxing shares stated that according to the relevant provisions of the "company articles of association", the company's chairman is the legal representative of the company. the relevant personnel of the company's original management should check and hand over the company's seals, certificates and documents to the relevant personnel of the company's current management, and the relevant personnel of the current management will re-determine the department and personnel for the custody of the seals and certificates in accordance with the regulations.

"as of the date of disclosure of this announcement, relevant company personnel stated that the company's seals, certificates and documents have been lost and the relevant transfer procedures have not been completed." gengxing shares announcement showed.

in response, gengxing co., ltd. stated that the company will seek help and support from the securities regulatory authorities, public security organs, and industrial and commercial administrative authorities, and take various legal and compliant measures to recover or reissue the company's relevant seals, licenses, etc. the risk of loss or loss of control of the company's above-mentioned seals has had an adverse impact on corporate governance. the company will pursue the legal responsibilities of the relevant responsible persons in accordance with the law and investigate all losses caused to the company.

independent directors cannot guarantee the authenticity of the semi-annual report

it is worth mentioning that one day ago, on the evening of august 27, gengxing co., ltd. just disclosed its semi-annual report showing that the company's revenue in the first half of 2024 was 223.4 million yuan, a year-on-year increase of 6.7%; net loss was 36.59 million yuan, a year-on-year decrease of 85.34%; operating cash flow net outflow was 11.9338 million yuan, compared with a net inflow of 78.01 million yuan in the same period last year.

gengxing shares stated that in the first half of 2024, due to market factors such as the decline in coking coal prices and insufficient downstream effective demand, the scale of the company's commodity supply chain business has declined. at the same time, the company has steadily promoted the gradual transformation from traditional old energy to new energy, and this business is still in the orderly advancement stage.

on the same day, gengxing co., ltd. announced that the company's independent director yu lixin was unable to guarantee the truthfulness, accuracy, and completeness of the company's 2024 semi-annual report. at the company's board of directors meeting held on august 26, he abstained from voting on the proposal to review and approve the company's "2024 semi-annual report (full text and summary)".

yu lixin believes that in 2023, zhongshen zhonghuan accounting firm had a large amount of overdue accounts receivable resulting from related transactions between gengxing co., ltd. and its affiliates ningxia weizhong energy technology co., ltd. and shaanxi weitian tengda technology co., ltd., and was unable to obtain sufficient and appropriate audit evidence on the credit risk assessment of the accounts receivable and whether the provision for credit impairment was reasonable, and issued a qualified audit report.

"from january to june 2024, the company and its related parties ningxia weizhong energy technology co., ltd. and shaanxi weitian tengda technology co., ltd. continued to incur new large overdue accounts due to related transactions. as of june 30, 2024, the overdue accounts receivable were 59.74 million yuan, of which 14.81 million yuan had been recovered as of august 20 (the relevant data has not been audited). i am also unable to obtain sufficient and appropriate basis for whether it is reasonable for the company to set aside 1% of the balance of accounts receivable for bad debt reserves. therefore, i cannot make a commitment to the company's semi-annual report. i abstained from voting!" said yu lixin.

the new controlling shareholder has just removed the old board members

a previous announcement by gengxing co., ltd. showed that the company's new chairman, zhao chenchen, is a male, born in july 1993, of chinese nationality, without permanent residence abroad, and holds a master's degree.

zhao chenchen has worked for zhejiang puhua tianqin equity investment management co., ltd., zhejiang hongji petrochemical co., ltd., and guangxi hongyi new materials co., ltd. he is currently a supervisor of zhejiang haixin energy co., ltd. and a director of zhejiang huahong new materials co., ltd. as of now, zhao chenchen directly holds 0.02% of the shares of zhejiang haixin energy co., ltd., the controlling shareholder of the listed company, and does not directly hold any shares of gengxing shares.

it is worth mentioning that according to media reports, on the afternoon of july 31, one day before the company held a meeting to elect a new chairman on august 1, gengxing co., ltd. held an extraordinary shareholders' meeting. zhejiang haixin energy co., ltd., the controlling shareholder of gengxing co., ltd., as the initiator, demanded the removal of most members of the original board of directors of gengxing co., ltd. and the election of a new board of directors.

it is understood that most members of the original board of directors of gengxing co., ltd. were nominated by the original controlling shareholder of the listed company, zhonggeng real estate group co., ltd., and among the non-independent director candidates nominated by zhejiang haixin, five of them held important positions in companies under the name of zhong renhai, the actual controller of zhejiang haixin.

according to the voting results disclosed at the extraordinary shareholders' meeting, the corresponding members of the original board of directors of gengxing co., ltd. were dismissed, and xu peng, jiang binbin, lei anhua and zhang yan were elected as the company's new non-independent directors.

after learning about the resolution of the shareholders' meeting, tang yonglu, general manager of gengxing co., ltd., raised questions to the participating representatives of the controlling shareholder zhejiang haixin energy co., ltd. (hereinafter referred to as "zhejiang haixin"), pointing out that the extraordinary shareholders' meeting did not meet the requirements of the exchange and that there were procedural flaws. "according to the institutional requirements of listed companies, there must be three independent directors, otherwise the governance structure will not be sound", "your election is based on the premise of removal. before the removal result comes out, you put forward the election together, which is a procedural flaw."

however, in response to tang yonglu's questioning, xu peng, the current financial director of zhejiang haixin, said on the spot: "if you think there are problems or flaws, you can give us feedback in writing, or even tell the regulatory authorities. let's not argue anymore. it's meaningless."

on march 18, 2024, zhejiang haixin became the new controlling shareholder of gengxing co., ltd.


editor: chen lixiang

proofreading: gao yuan