The response is coming!
Will "post-00" become one of the actual controllers of listed company Gaolan shares? On the evening of 65438+ 10 13, Gaolan shares, which attracted market attention because of "the chairman's wife and daughter increased their shares", issued the latest reply announcement.
Gaolan shares said that this plan is based on the overall arrangement of the chairman for his family fortune and career inheritance; Second, the participation of the chairman's wife and daughter in the subscription is to facilitate the unified management of the subscribed shares and the unified exercise of shareholders' rights such as voting rights in the future, and there are no other special arrangements.
"After 00" actual controller
It all started three days ago. On the evening of 65438+ 10 10, Gaolan announced that it planned to raise no more than 400 million yuan from Mulan Investment to supplement working capital and repay bank loans.
Mulan Investment is jointly controlled by Liu Yancun and Li, each holding 50% of the shares.
It should be pointed out that Liu Yancun is the wife of the largest shareholder and chairman of Gaolan, and Li is her daughter.
After the completion of this issuance, Mulan Investment held 65,438+02.65, 438+04% and 65,438+03.68% of Gaolan shares respectively, and the company was changed from having no actual controller to being jointly controlled by Liu Yancun and Li. This issue constitutes a management buyout.
According to the announcement, Mulan Investment was established on August 27th, 20021year with a registered capital of100000 RMB. As of the announcement date of the fixed increase plan, Mulan Investment has not actually carried out other businesses except participating in this fixed increase.
More "green" than Mulan's investment resume is Li, who may be upgraded to one of the actual controllers. According to the announcement disclosed by Gao Lan, Li was born in 2002 and is currently an undergraduate majoring in data analysis and psychological science at the University of Pennsylvania. In addition, Li is currently the chief financial officer of Mulan Investment.
If it is fixed, Li will become one of the actual controllers of the youngest A-share listed company.
What is the market interested in and what is the purpose of "a family of three"? Gaolan Co., Ltd. said that through this subscription, Mulan Investment and Co., Ltd. will become the controlling shareholder of Gaolan Co., Ltd., and Gaolan Co., Ltd. will be jointly controlled by Liu Yancun and Li on the grounds that there is no actual controller, and the control power and financial strength of listed companies will be further strengthened, which is conducive to ensuring the long-term sustainable and stable development of the company.
It is worth mentioning that Gaolan shares also made a big oolong in this information disclosure. In the first fixed-income plan that night, the amount of funds raised by the company was "no more than RMB40,000". The next day, the company issued a correction announcement, changing "no more than 40,000 yuan" to "no more than 400 million yuan". In addition, other contents of the original announcement remain unchanged.
Why is there no "guarantee" for the chairman?
In the fixed-income plan, Gaolan shares have not answered another very important question. Why should the "post-00 generation" and the family "go into battle together" instead of the chairman directly "guaranteeing" the fixed income?
Regulators are also concerned about this issue. On June 5438+1October 12, Shenzhen Stock Exchange issued an inquiry letter, asking Gaolan to explain whether Mulan Investment is qualified as a purchaser. This issue considers Mulan's investment rather than Li Qi's subscription of relevant shares.
In the reply of 65438+1October 13, Gaolan Co., Ltd. stated that Mulan Investment was qualified as a purchaser according to the commitments and explanations issued by Mulan Investment, its actual controller and Li Qi.
As for the reason why this issue is not Li Qi's direct subscription of relevant shares, Gao Lan shares said, first, Li Qi's overall arrangement for his family fortune and career inheritance; Second, Liu Yancun and Li participated in the subscription through Mulan Investment in order to facilitate the unified management of the subscribed shares in the future and the unified exercise of shareholder rights such as voting rights. There are no other special arrangements.
Regarding the source of funds concerned by the supervision, Gaolan shares said that the sources of funds for this subscription are all their legitimate own funds or self-raised funds. Among them, 50 million yuan is Mulan Investment's own fund, which is contributed by Mulan Investment shareholders. Another 350 million yuan is a loan from Mulan to shareholder Liu Yancun and his spouse Li Qi.
The loan includes 250 million yuan of self-owned funds of Li Qi and Liu Yancun, and 6,543.88+billion yuan of loans from financial institutions or loans from financial institutions in the form of non-subscription shares pledge.
In addition, the Shenzhen Stock Exchange also asked Gao Lan to explain whether the company has the risk of unstable control. Gaolan shares said that Li Qi's family assets and credit information are in good condition, and he has strong solvency for the self-raised funds subscribed for this time. The shares subscribed by Mulan Investment will not be transferred within 65,438+08 months from the date of listing, and Li Qi also promised not to transfer the shares of the company he holds within 65,438+08 months after the completion of this acquisition, so the risk of unstable control of the company after the completion of this issuance is low.
However, Gaolan shares also suggested that some of the funds subscribed by Mulan Investment this time were borrowed from financial institutions by Li Qi and Liu Yancun or borrowed 654.38 billion yuan from financial institutions by pledge of non-subscribed shares. If the company's share price falls sharply in the future, and Li Qi fails to make corresponding adjustment arrangements in time, the pledged shares of the company may face disposal, which may adversely affect the stability of the company's control rights.
Increase energy storage layout
Facing financial pressure
On the same day that the fixed-income plan was disclosed, Gaolan shares also threw out a large-scale investment project announcement.
The announcement shows that Gaolan shares intend to invest in the construction of "full-scene thermal management research and development and energy storage high-end manufacturing projects". The main purpose of this project is to produce and operate R&D, and to produce and sell the whole chain of thermal management and energy storage battery systems. The total investment of the project is 654.38 billion yuan, including 727 million yuan in fixed assets.
Gaolan shares said that after all the projects are completed and put into production, it is estimated that the total annual sales will be 5 billion yuan and the total annual tax payment will be 654.38+0 billion yuan.
According to public information, Gaolan Co., Ltd. has been committed to the research, development, design, production and sales of pure water cooling equipment and control system for power electronic devices since its establishment. After years of development, it has gradually become a total solution provider for thermal management in power electronic industry.
In terms of thermal management technology of energy storage batteries, Gaolan shares currently have technical reserves and solutions based on single-tank energy storage liquid cooling products of lithium batteries, liquid cooling systems of large energy storage power stations, and liquid cooling products of prefabricated cabins.
Increasing the layout of energy storage business is also an important reason for this fixed fundraising. Gaolan shares pointed out that under the new situation of "double carbon" strategy leading green development, energy storage and temperature control, DC water cooling and other fields will usher in vigorous development opportunities. In order to seize the development opportunity, the company's business continues to expand, which may lead to the shortage of working capital and face certain financial pressure.
"120,000 deposit was transferred by bank staff privately"? !
Bank response: business process compliance
Recently, a case of "depositor's deposit120,000 yuan was transferred away by bank staff privately" triggered a heated public discussion. In view of this case, the court of first instance ruled that depositors should bear 80% responsibility for the loss of deposits, and banks should bear 20% responsibility.
After the court upheld the original judgment in the second instance, the depositor told the media that he was very dissatisfied with the result and would lodge a complaint.
On June 5438+1October 12, the banks involved also voiced their voices. Shanxi Qingxu Rural Commercial Bank claimed that the relevant media reports were seriously inaccurate and the bank's savings process was legal and compliant.
What is the reason why depositors and banks disagree?
Depositor:
Dissatisfied with taking 80% responsibility.
It is understood that Ms. Ding transferred120,000 yuan to Wang Moumou, an employee of Shanxi Qingxu Rural Commercial Bank, many times before and after, but Wang Moumou crossed the sea by forging false bank deposit certificates and misappropriated funds to repay personal debts.
Simply sort out the timeline of the case:
Since 20 17, Ms. Ding has successively transferred RMB 4 million, 1 10,000, RMB 2 million, RMB 3 million, and RMB 2 million, totaling RMB120,000, and Wang has handled the financial management and deposit business for her.
2065438+June 2009, Ms. Ding went to the bank with her ID card to check the deposit situation, and found that120,000 yuan was "missing" and immediately reported the case.
2065438+September 2009, Wang was criminally detained on suspicion of fraud, then prosecuted on suspicion of fraud and sentenced to life imprisonment.
In April 2020, Ms. Ding sued Qingxu Rural Commercial Bank for the first time to claim 5 million yuan for the latter two businesses, demanding payment of principal and related interest.
In September 2020, the court made a judgment in the first instance, and finally determined that Ms. Ding would bear 80% of the deposit amount of 3 million yuan, accounting for 2.4 million yuan; Qingxu Rural Commercial Bank and Qingyuan Sub-branch of Qingxu Rural Commercial Bank shall bear 20% of the responsibility, totaling 600,000 yuan.
The judgment of the court of first instance provided by the parties to the media
65438+In February 2022, the court upheld the original judgment in the second instance.
Depositors should be obligated to pay attention to the safety of funds. According to the judgment presented by the parties to the media, the Intermediate People's Court of Taiyuan City, Shanxi Province held that under normal circumstances, depositors should know the assets in their personal accounts before handling personal savings business, otherwise they cannot handle subsequent personal savings business. Ms. Dante has given her ID card to others for a long time, failed to take any preventive measures against possible illegal infringement, failed to fulfill her basic duty of care for the safe custody of her property, and should bear the main fault responsibility for her property losses. There is nothing wrong with her taking 80% responsibility for deposit loss in the first instance.
The reason why Qingxu Rural Commercial Bank assumes 20% responsibility is only to deposit and withdraw the large amount of money involved on the same day or the next day, and fails to fulfill the obligation of due care to ensure the safety of depositors' funds. Therefore, Ms. Ding should bear certain fault liability for the loss of deposit, and Qingxu Rural Commercial Bank should bear 20% responsibility in the original judgment, which is not improper.
Bank response:
The report is inaccurate and the process is compliant.
65438+ 10/2, Qingxu Rural Commercial Bank responded to the case, and the bank issued a statement on its official WeChat official account that "120,000 yuan was transferred away".
A spokesperson of Qingxu Rural Commercial Bank recorded a video response. The relevant media reports that Ms. Ding's so-called deposit was illegally transferred are seriously inaccurate. Wang Moumou and Ms Ding are related. Out of trust in her, Ms. Ding took the initiative to hand over her ID card and bank card to Wang for safekeeping and use. Ms. Ding's economic loss was caused by Wang's fraud. Wang Moumou has been punished by law and should be liable for compensation.
A spokesperson for the bank said that Ms. Ding and Wang Moumou are not just a trust relationship between ordinary relatives. The bank has a large amount of evidence that Wang has long-term large-scale and frequent economic exchanges with many members of the Ding family. The second instance judgment of Taiyuan Intermediate People's Court has confirmed this objective fact.
The bank's spokesperson also said that when Ms. Ding entrusted Ms. Wang to handle the deposit and transfer business, she held Ms. Ding's identity document, deposit certificate, passbook and bank card. Ms. Ding also informed Wang of the relevant password. At this time, Wang's identity is a normal customer of the bank, and his business complies with relevant regulations. The bank also noticed that some of Wang's fraudulent funds actually flowed to the account of Ms. Ding's son Wang.
The spokesman further explained the amount involved. She said that the deposit amount of120,000 yuan in relevant reports was obviously inconsistent with the actual situation. In this case, Ms. Ding sued the bank for compensation of 5 million yuan, and another 7 million yuan belonged to the funds defrauded by Wang Moumou, and there was no real business in the bank.
Lawyer:
The division of responsibilities varies from case to case.
The result of the second trial of the court has been the final judgment of this case, and the storm will gradually subside. However, the case has aroused extensive discussion in the industry, and the general concern is whether the division of responsibilities between banks and depositors is reasonable.
Team Xiao Bo, executive director of Shanghai Dingda Law Firm, said that this case is a typical cross-disciplinary case, and the court determined the corresponding responsibility ratio according to the fault of both the original defendant and the defendant. Through the study of previous cases of savings deposit contract disputes, it is found that the proportion of the court's decision that the bank should bear the responsibility varies from case to case.
"When considering whether the bank should compensate the plaintiff for losses in such cases, we should first analyze whether there is a savings deposit relationship between the plaintiff and the bank. Its core lies in whether the employees of the bank involved constitute an apparent agent for the plaintiff and whether it is a duty behavior. The court analyzed whether the plaintiff and the defendant bank were at fault and the degree of fault through the evidence in this case to determine whether the bank should be liable for compensation to the plaintiff. " Xiao Bo team pointed out.
The insiders believe that the court upheld the original judgment in the second instance, which was not obviously improper, and the division of responsibilities between banks and depositors was relatively reasonable.
However, for depositors, many lessons can be learned from this case. Team Xiao Bo made three suggestions:
First, you should take away your personal property card in time. It is best not to leave your sight, and don't give the original ID card to others easily. If you need assistance from others, you must take it back in time and cross-check and inquire through other official channels such as mobile banking to avoid creating opportunities for others to exploit loopholes.
Second, we must ask for bank vouchers or documents corresponding to each banking business. When there is a delay in payment, we should immediately be vigilant and verify the situation in time through the official contact information disclosed by the bank.
Third, don't covet gifts or high returns. Any operation mode different from the normal program implies risks.
For banks, whether they are responsible or not, the occurrence of such cases will also cause reputation risks, which will often have an impact on the reputation of banks.
Team Xiao Bo said that banks should strengthen the management of employees and form a stricter internal control management system for large-value business and agency business. It is necessary to strengthen compliance education for employees, pay attention to whether employees' behaviors are abnormal, and take the initiative to care about whether employees' lives have changed significantly and whether they need money. We should carry out investor education in depth, communicate with depositors through various channels, strengthen customers' awareness of prevention, and avoid personal or property losses.
However, in recent years, with the strict supervision of bank outlets and the promotion of "double recording", depositors usually require face recognition when they go to banks to handle business, and the phenomenon of "flying orders" in banks has eased.