In The First Place Defending The Champion Or Losing The Mai Cheng? A Shares Small Shareholders "Seize Power" Smoke Four Behind The Scenes

Small and medium shareholders "002354.SZ", "000007.SZ" and other small and medium-sized shareholders "grab power" big play, in the A share market successively staged, become a common practice.

Hustle and bustle, Li Lai Lai?

Indeed, the beating K-line carries too many competing interests.

Especially in the background of unfair distribution of interests, imperfect corporate governance structure and small and medium shareholders' right to speak, the situation of power grab and shift has been common.

Every battle will push the listed companies to the new "crossroads". Behind this, the A share market is quietly forming a series of new trends, which is worth pondering.

The rise of minority shareholders' rights consciousness

Just a week ago, the new good two shareholders, Bo Heng Investment, the 6 small shareholders of the joint listed company signed the "concerted action agreement" and took a new 22.08% stake in one move. The total number of shares held by the company is more than that of the controlling shareholder Han Fu holdings.

Bo Heng investment refers directly to the latter. "At present, it has no capacity to support the development of listed companies". It intends to increase the shareholding ratio through concerted action to further improve the operation of listed companies and safeguard the legitimate rights and interests of all shareholders.

The trend of this story is hard to predict at present, and the public opinion war has come one after another.

And this is not the case.

According to incomplete statistics of twenty-first Century economic report, since this year, *ST, 000971.SZ, *ST, Busen (002569.SZ), *ST 002021.SZ (ZOJE), innovation medical care (002173.SZ) and many other major shareholders have encountered small shareholders' "abdicating".

From the data rule, the minority shareholders who have been dormant on the edge of the listed company are more and more aware of their rights.

According to our reporter, in January 2019, a *ST high rise "nine shareholders' joint proposal to recall the four directors of the real controlling party" was launched on the Internet.

The story originated in September 2018. *ST's high rise has been broken out by Wei Zhenyu, a company's actual controller, who has violated a series of small and medium-sized investors.

According to the data in January 2019, 9 shareholders in Ping and Weng yuan jointly proposed the removal of four directors of Wei Zhenyu, Li Yao, Zhang Yiwen and Sun Peng (Wei Zhenyu's cousin). At that time, the shareholding ratio was 29.33%, which was higher than that of Wei Zhenyu 27.97%. After many clashes, the recall was repeatedly "lifted" and put down gently. Until now, this "internal struggle" has not yet been seen.

In June 2019, another *ST company, a listed company facing a dangerous situation, suffered the same fate. But this time, the "down to the palace" was the "latecomer" of the majority of the listed companies through the auction. "Busen"

Prior to this, because of being involved in the P2P chaos, *ST Busen was in jail, and the former real controller Zhao Chunxia was "sick" and ran away from another country. In April of this year, the Dongzheng Heng Department spent 283 million of its auctions to acquire Zhao Chunxia's *ST Busen 16% shares, becoming the largest shareholder of listed companies.

But Zhao Chunxia still holds 13.86% stake in listed companies through Shanghai Ruiwei assets, and is the second largest shareholder, and because it controls the board of directors of listed companies, it is still the actual controller of listed companies.

Subsequently, Wang Chunjiang, the largest shareholder of the Orient, joined the Chongqing letter Sanwei (shareholding 2.92%), Busen group (shareholding 2.66%), Meng Xianglong (4.31% stake), Zhang Xu (shareholding 3.29%) and Zhang Xingliang (holding 1.52%) five small shareholders, called for a temporary shareholders' meeting to remove Zhao Chunxia's leading board of supervisors.

In October of the same year, the curtain of a new good two shareholder "Jie Jie uprising" was also unfolded. The two shareholder of Heng Bo invested in the controlling shareholder Han Fu holdings.

Data show that Bo Heng Investment holds 37 million 500 thousand new shares, accounting for 10.82% of the total share capital of the company. While the shareholders of Bo Heng, Chen Zhuoting, Li Qiang, Lu Erdong, Lin Changzhen, Chen Jun and Liu Hong signed seven concerted action agreements, they accounted for 22.08% of the total share capital of the company and exceeded the 21.65% shareholding ratio of Han Fu holdings.

In March of this year, the financial fund of the wholly owned subsidiary of Han Fu holding company was issued a warning letter by the Jiangsu Securities Regulatory Commission for suspending the administrative supervision measures of the fund sales business for 6 months due to the existence of irregularities.

In addition, three shareholders of innovative medical treatment challenged the major shareholders, and the proposal removed all the 6 non independent directors and 2 supervisors. The two shareholders of *ST ZOJE asked to recall the "dispute" of the chairman. Then, at the shareholders' meeting, a "beating lawyer" farce was launched, which also caused a great stir in the capital market.

Different ways to seize power

Scrutinizing this battle of "seize power", small and medium shareholders try to clean up the factors that are not conducive to company development for listed companies, so that enterprises can develop better.

However, it is unclear whether effective results can be achieved, but many listed companies are exhausted due to "internal friction".

In the three quarter of this year, *ST rose to achieve a profit of 593 million yuan, down 9.65% from the same period last year, and a net loss of 10 million 540 thousand and 900 yuan attributable to shareholders of listed companies.

*ST Busen realized operating income of 283909977.91 yuan, a decrease of 8.77% compared with the same period last year, and the net profit attributable to shareholders of listed companies was -40028279.86 yuan.

New and good business income of 31 million 74 thousand and 400 yuan, down 3.68% compared with the same period; net profit attributable to shareholders of listed companies -931 million.

"If the company is a regulated company, if the existing management and management level is dragging down the development of the listed company because of the misjudgement of investment and the lack of capability, it is very normal for the shareholders to withdraw, and it can also promote the healthy development of the company. But if it is a rough" seize power "or" internal struggle ", it is difficult for the company to control the right transition smoothly. This change will even drag down the business. In November 1st, a strategist from a medium-sized brokerage in Southern China pointed out that

The analyst further pointed out: "in fact, there is no shortage of such cases in the market. Because of the" internal friction ", management turbulence has lost the opportunity for development and is eventually eliminated by the industry.

Of course, the decline of the performance of listed companies also causes the poor quality of the enterprises themselves.

In twenty-first Century, the economic news reporter noted that compared with the "tide of cards" four or five years ago, most of the listed companies that had "internal struggle" had poor performance or encountered bottlenecks, and even some of them were violated by large shareholders.

For example, the characteristics of the listed companies are obvious. The paths for small and medium shareholders to participate in the governance of listed companies include placards, joint shareholders, passive superior positions, and cooperation with major shareholders.

However, in recent years, with the stock market turbulence, tighter regulation and tight capital chain, the need for "capital raising" with strong capital is not as active as usual. Instead, it is the main means for most small and medium-sized shareholders to "force the court" to join the company and join several shareholders to seize the seats of the board of directors.

In the numerous cases of combing reporters, the two shareholders of listed companies are the most active group in the "forced" group, occupying this important role.

Its source is a "strategic investor" who is well versed in capital operation and is trying to carry out industrial integration development. It also has a shareholder who has been merged into the listed company's "underlying assets" in the early years.

The role of the two shareholders of listed companies is very special. Because although it has no controlling power, the number of shareholders is second only to the majority shareholder. It also has a certain right to speak in the company's management decisions. When the major shareholders are in crisis or sprouting back, the two shareholders are the most capable and most likely to take the place of them. A private agency in Shanghai pointed out.

The private sector official added: "investors who have plans for a listed company or recognize the value of listed companies, before gaining control of the company, now accumulate experience in two shareholders and have a certain understanding of the company, and at the right time, it is actually a good strategy to" enter and attack, retreat and defend ".

Where will the "chaos" go?

Whether it is the "internal struggle" caused by unfair distribution of interests, or the joint uprising that has forced the company to reform and upgrade the governance level, or for the purpose of preparing industry to integrate and seize the discourse power of listed companies, it is undeniable that small shareholders in the A share market are playing an increasingly important role in capital operation.

So, where can those small and medium-sized shareholders who are angry and indignant have to take the listed companies?

In fact, the situation of minority shareholders' right to speak is not rising in recent years. The most typical case of "milestone" is the joint "seize power" launched by small and medium shareholders in 2015.

In May 28, 2015, at the 2014 meeting of shareholders in Shenzhen Konka, 4 directors and independent directors nominated by small and medium shareholders were successfully stationed in the board of directors of Shenzhen Konka by means of a cumulative voting mechanism. They occupied an absolute majority in the board of directors with a total number of 7. After that, the directors elected by the small and medium sized East were once at the chair of the chairman.

More than 3% shareholding shareholders and two shareholders holding more than 5% share the total number of shareholders. They nominated their respective teams to be directors at the shareholders' meeting. At the same time, they "pushed back" the "overseas Chinese town" of the shareholders of Shenzhen Kang Jia Da in one fell swoop, together with the absolute right to speak for 4 seats on the board of directors of the company, together with a total of four shareholders.

However, "handsome" is only three seconds.

Due to the lack of corresponding senior management experience in the color TV industry, Zhang Min, a nominee nominated by minority shareholders, resigned as chairman of the board less than 20 days ago. In the 2015 semi annual report published in August 2015, Shenzhen Konka lost 333 million yuan, while in the third quarter of the "small shareholders" in power, Shen Kang Jia lost 519 million yuan.

Under the severe situation, the original management of Shen Kang Jia began to try to eliminate the influence of small and medium-sized shareholders in the board of directors. In September 2015, Liu Dan's position as president of Konka Group was suspended. Song Zhenhua, the director and vice president nominated by small and medium-sized shareholders, resigned, and the management of overseas Chinese town and Shenzhen Konka began to regain control.

Of course, there is also a case of "seize power" successfully. The *ST Busen mentioned earlier successfully ushered in a new actual controller in September 2019.

Since Zhao Chunxia himself ran off the road, the company was in turmoil. In September of this year, *ST *ST's original non independent directors and non staff representatives and supervisors put forward a written resignation report, and the control of *ST Busen was declared to be subsided. This "forced" action ended in Wang Chunjiang's actual control.

At present, the board of directors of *ST Busen has been reelected according to the proposal of Wang Chunjiang and others, but it is not known yet where the company will go.

In fact, whether or not to win power is beneficial or bad to the company is closely related to the industrial resources and capital advantages of shareholders. If the industrial structure is not known and the resources can not provide convenience to the listed companies, then the control struggle will undoubtedly make the company's situation worse. Of course, some shareholders take control of listed companies only to do capital operation, and do not concentrate resources on listed companies, just as shell operation. The above private equity agencies pointed out.

The above analysts also pointed out that the most important thing is to improve corporate governance, through reasonable system configuration design, such as cumulative voting system, so that small and medium shareholders can participate in the company's management, express their opinions and protect the interests of minority shareholders.