news

on the evening of september 20, st tianyu (formerly known as tianyu information, sz300205, share price 4.89 yuan, market value 2.103 billion yuan) announced that the company's board of directors passed a proposal to remove dan mingbo from his position as general manager of the company. three directors, including one of the actual controllers and chairman yan chunyu, voted against it. dan mingbo himself also voted against the proposal, citing "the reasons for the removal are not valid and there is a lack of communication."

at the same time, st tianyu agreed to appoint wu yawen as the company's general manager, but 2 of the 9 directors voted against and 2 abstained. the reporter of "daily economic news" noted that dan mingbo's original term of office was until september 26, 2024, less than a week away from expiration.

according to the previous announcement, part of the company's shares held by the company's controlling shareholder wuhan tongyu investment partnership (limited partnership) (hereinafter referred to as wuhan tongyu) will be auctioned off by the court on september 24. if the transaction is finally completed, it may lead to a change in the company's control.

disagreement on the removal and appointment of general manager

the announcement showed that the board of directors passed three proposals at the meeting, namely, "proposal on the establishment of a risk management team for the company", "proposal on the removal of danmingbo company's general manager" and "proposal on the appointment of wu yawen as the company's general manager". the first proposal was passed unanimously, while the latter two were voted against or abstained.

on the proposal to remove dan mingbo from the position of general manager, chairman yan chunyu, director zeng zhaoxiang and dan mingbo himself voted against it. the reason for yan chunyu and zeng zhaoxiang's opposition was that the appointment and removal would be made when the directors, supervisors and senior managers were replaced (suggested), while dan mingbo said that the reasons for removal were not valid and there was a lack of communication.

on the proposal to appoint wu yawen as the company's general manager, yan chunyu and zeng zhaoxiang again voted against it. yan chunyu's reason for opposition was that "it is recommended to nominate people in the industry", and zeng zhaoxiang's reason for opposition was that "the company belongs to an industry with high qualification requirements for subdivided sectors, and it is recommended to select within the industry." dan mingbo abstained from voting because he "did not understand the candidates and had not communicated with them in advance". independent director li yabo abstained from voting, and the reason for abstention was that the current board of directors would hold an election when its term expires.

currently, st tianyu has 9 directors, 6 of whom are non-independent directors. according to the resumes of the 6 people, yan chunyu and eddie are the actual controllers of the company, zeng zhaoxiang was the deputy general manager of shenzhen shenchuang intelligent group co., ltd. (hereinafter referred to as shenchuang intelligent) controlled by yan chunyu, and yan zuohui and wang yu served as the controlling shareholder of wuhan optics valley venture capital fund co., ltd. (hereinafter referred to as optics valley venture capital fund), the second largest shareholder of the company.

after being relieved of his duties as general manager, dan mingbo continued to serve as a director of the company. the resume disclosed by st tianyu shows that dan mingbo has served as the general manager of the company's communications and payment services division, the general manager of the international division, the assistant general manager, and the deputy general manager. he has served as the company's general manager since february 3, 2023.

as for the newly appointed general manager wu yawen, he was the vice chairman, acting general manager, executive deputy general manager, and member of the remuneration and assessment committee of *st gongzhi (harbin institute of technology intelligent technology, sz000584, stock price 2.10 yuan, market value 1.598 billion yuan), and is currently a director of lianchuang investment group co., ltd. (hereinafter referred to as lianchuang investment). according to the information, *st gongzhi is mainly engaged in intelligent manufacturing business, mainly focusing on the layout of the entire industrial chain around industrial robots.

it is worth noting that st tianyu’s 2023 annual report shows that eddie, one of the company’s actual controllers, is also one of the actual controllers of *st gongzhi and serves as a director of *st gongzhi. at the same time, eddie serves as the chairman and general manager of lianchuang investment.

some of the controlling shareholder's shares will be auctioned off next week

the reporter noticed that before this board meeting, the term of office of the eighth board of directors, supervisory board members and senior management of st tianyu all ended on september 26, 2024, which was less than a week away. however, the company's board of directors still held a meeting on september 19 to remove and appoint the general manager.

the announcement showed that this board meeting was held at the suggestion of six directors including eddie and yan zuohui, based on the provisions of the company's articles of association: "if the situation is urgent and an extraordinary meeting of the board of directors needs to be held as soon as possible, a meeting notice can be issued at any time by telephone or other oral means, but the convener shall make an explanation at the meeting."

the evening announcement did not clearly state the specific circumstances of the "emergency situation". in response, on the evening of september 20, a reporter from the daily economic news called the relevant personnel of st tianyu's securities department, who said "i don't know" and declined the interview request.

however, the company disclosed on the evening of august 27 that 52.1447 million shares held by the company's controlling shareholder wuhan tongyu (accounting for 12.13% of the company's total share capital) will be auctioned on jd.com's judicial auction network platform on september 24, and stated that this auction will not affect the company's production and operation. if the auction is finally completed, it may lead to a change in the company's control.

as of the first half of 2024, wuhan tongyu held 106 million shares of the company, accounting for 24.58% of the company's total share capital; the second largest shareholder, optics valley venture capital fund, held 14.63% of the shares.

the judicial auction of 12.13% of the company's shares held by wuhan tongyu was caused by a contract dispute between tibet zhongyin group co., ltd. (hereinafter referred to as tibet zhongyin) and wuhan tongyu and one of its limited partners, shenzhen chuang intelligent technology. according to the company's reply to the shenzhen stock exchange's inquiry letter in june 2023, shenzhen chuang intelligent technology signed a "loan agreement" with tibet zhongyin in march 2021, stipulating that tibet zhongyin would provide a loan to shenzhen chuang intelligent technology for the acquisition of the target equity, and disputes arose subsequently and have not been resolved for a long time. the 2023 annual report shows that due to the above disputes, 52.1447 million shares of the company held by wuhan tongyu were frozen by the court.

daily economic news