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hongda co., ltd. (600331), with a total market value of 12.4 billion yuan, welcomed a new actual controller - the sichuan provincial state-owned assets supervision and administration commission.

hongda shares announced on the evening of september 5 that on that day, 486 million shares of hongda shares originally registered in the securities account of sichuan hongda industrial co., ltd. (referred to as "hongda industrial") were transferred to the securities account of shudao investment group co., ltd. (referred to as "shudao group"), accounting for 23.93% of the company's total share capital. this equity transfer resulted in a change in the controlling shareholder and actual controller of hongda shares. the company's controlling shareholder was changed from hongda industrial to shudao group, and the actual controller was changed from liu canglong to the sichuan provincial state-owned assets supervision and administration commission.

sichuan state-owned assets take over

looking back, on may 8, 2023, the chengdu branch of great wall huaxi bank co., ltd. applied to the shifang municipal people's court for bankruptcy reorganization of hongda industry on the grounds that it could not repay the due debts and its assets were obviously unable to repay all due debts. on june 9, 2023, the shifang municipal people's court of sichuan province (hereinafter referred to as "shifang court") ruled to accept the bankruptcy reorganization cases of the debtors hongda industry and hongda group. on june 28 of the same year, the shifang court respectively designated the administrators of hongda industry and hongda group to be responsible for various reorganization tasks. hongda industry is the controlling shareholder of hongda shares, and hongda group and hongda shares are controlled by the same actual controller.

on december 25, 2023, the shifang court ruled that hongda group and hongda industry should be substantially merged and reorganized. on march 13 this year, the administrator issued an announcement to publicly recruit and select reorganization investors. on may 24, shudao group was confirmed as the reorganization investor of hongda group and hongda industry.

according to public information, shudao group was established in may 2021. it is a provincial state-owned enterprise established through the reorganization and integration of sichuan transportation investment group co., ltd. and sichuan railway industry investment group co., ltd., with a registered capital of 54.226 billion yuan. after equity penetration, sichuan state-owned assets supervision and administration commission indirectly holds 90% of the shares, and sichuan provincial department of finance indirectly holds 10%. by the end of 2023, the company's total assets exceeded 1.34 trillion yuan, and its annual operating income exceeded 266 billion yuan.

on may 27, hongda group, hongda industry, the administrator and shudao group formally signed a restructuring investment agreement. on july 19, the shifang court ruled to approve the "restructuring plan" and terminate the restructuring procedures of hongda group and hongda industry. according to the "restructuring plan", shudao group will take over 536 million shares of the listed company held by hongda industry, accounting for 26.39% of the total share capital of the listed company. if the "restructuring plan" is successfully implemented, the company's controlling shareholder will be changed from hongda industry to shudao group, and the company's actual controller will be changed to the sichuan provincial state-owned assets supervision and administration commission.

according to the "detailed equity change report of hongda shares" (shudao group) disclosed on july 25, the 50 million pledged shares held by hongda industry, which enjoy the priority right of repayment, are temporarily suspended due to litigation and are expected to be unable to be delivered. according to the "restructuring investment agreement" and "restructuring plan", within 30 working days after the reasons for the suspension of the debt are eliminated, the administrator will assist in the delivery of the 50 million shares and register them in the name of shudao group. it is for this reason that shudao group intends to take over the 536 million shares of listed companies held by hongda industry, which will be delivered in two batches.

on september 5, hongda co., ltd. learned that 486 million shares of hongda co., ltd. originally registered in the securities account of hongda industry have been transferred to the securities account of shudao group, accounting for 23.93% of the company's total share capital. after this equity transfer, the controlling shareholder of the listed company changed from hongda industry to shudao group, and the actual controller changed from liu canglong to the sichuan provincial state-owned assets supervision and administration commission.

invested in sichuan trust

it is worth mentioning that sichuan trust is a joint venture company of hongda shares, and hongda shares holds 22.1605% of sichuan trust. in december 2020, due to illegal operations, the regulatory authorities and local governments sent a working group to implement control over sichuan trust and began risk disposal.

in december 2020, the sichuan banking and insurance regulatory bureau implemented prudent regulatory enforcement measures against four shareholders, including hongda shares, restricting hongda shares' rights to participate in the operation and management of sichuan trust, including the right to request the convening of shareholders' meetings, voting rights, nomination rights, proposal rights, and disposal rights. based on the judgment of sichuan trust's risk situation, hongda shares has made full provision for impairment of long-term equity investments in 2020 with a book value of rmb 1.905 billion in sichuan trust's equity investment.

hongda holdings announced on april 2 that it received a "notice letter" from its shareholding company sichuan trust on april 1 and learned from relevant announcements on the sichuan regulatory bureau of the state financial supervision and administration and the official website of sichuan trust that the administrative license application previously submitted by sichuan trust for the implementation of bankruptcy reorganization of sichuan trust had been approved by the national financial supervision and administration department on april 1.

hongda shares stated at the time that sichuan trust was not included in the company's consolidated financial statements and was not involved in the company's main business. the company had no receivables, financial assistance, guarantees, etc. from sichuan trust. the bankruptcy and reorganization of sichuan trust will not have a significant impact on the company's production and operation. the company's production and operation are currently normal. based on the information currently obtained by the company, it is not possible to determine whether the bankruptcy and reorganization of sichuan trust will have an impact on the company's current and subsequent profit and loss and the specific amount of impact. if there is a situation that affects the above matters, the company will strictly follow the provisions of the enterprise accounting standards and the communication with the annual audit accountant, and promptly conduct accounting treatment and fulfill the obligation of information disclosure.

sichuan trust issued a risk disposal progress announcement on april 23. on april 23, the court formally ruled to accept sichuan trust's bankruptcy reorganization application and appointed sichuan trust's liquidation team as the administrator. in the next step, sichuan trust will actively cooperate with the court and the administrator to speed up the relevant work of bankruptcy reorganization. according to the court announcement, relevant work on claim declaration will be carried out in the near future. sichuan trust reminds that according to the trust beneficiary rights transfer contract, the natural person investors who have signed the contract will be represented by sichuan tianfu chunxiao enterprise management co., ltd. to participate in the bankruptcy reorganization procedure, and there is no need to declare claims on their own.

according to the 2024 semi-annual report of hongda co., ltd., in order to accurately measure the value of its equity investment in sichuan trust, the company sent letters to sichuan trust many times in 2020, 2021, 2022, 2023 and 2024, requesting the provision of audit reports and other materials; because sichuan trust is still in the process of risk disposal, it is temporarily unable to obtain the corresponding materials and information.