Dalian Shengya'S Internal Strife: The Former Company'S Top Management Team Is Accused Of Damaging The Company'S Interests, And There Is No Way To Say About It

"Wait? With lawsuits and declining performance, the off-season has arrived. Let's go. " After the closing on September 2, an investor named "arqwkz", an investor, left such a pessimistic and disappointed remark in * ST Shengya (600593. SH) stock bar.

In the past few trading days, * ST Shengya successively issued two announcements to report to the public security organs, pointing at the original management of the company, "the company reported to the local public security organ because the former chairman Wang Shuanghong, the former deputy general manager Xiao Feng, and the former deputy general manager Xue Jingran were suspected of breaking faith and damaging the interests of the listed company."

Since last year's struggle for control, every move of * ST Shengya has attracted the attention of the market. From "the loss of official seal", to "selling penguins to gather performance", and now "reporting the original management", what happened to this listed company?

"Specific details may not be easy to disclose, investors can pay attention to the follow-up announcement." On September 2, a person from St Shengya Securities Department told reporters of the 21st century economic report.

Fuse: report to police

What happened between * ST Shengya and the original management of the company after two successive announcements of reporting cases to the public security organs?

On the evening of August 31, * ST Shengya said that the company had announced on January 30, 2021 that the criminal investigation team of Xinghai branch of Dalian Public Security Bureau (hereinafter referred to as Xinghaiwan Criminal Investigation Brigade) had accepted the case of Wang Shuanghong, former general manager Xiao Feng and former deputy general manager Xue Jingran suspected of breaking faith and damaging the interests of listed companies on January 19, 2021.

As of April 2021, the amount involved in this case has exceeded 20 million yuan (including unpaid rent, liquidated damages and purchase funds for decoration assets), and relevant responsible personnel have not been audited for leaving office. The company reported the case to the economic crime investigation bureau of Dalian Public Security Bureau from August 26 to 30.

In terms of the case disclosed in the announcement, it is not complicated.

On February 26, 2016, * ST Shengya (then referred to as Dalian Shengya) and jingtianxia commercial management (Dalian) Co., Ltd. (hereinafter referred to as jingtianxia) signed the lease contract of Dalian Shengya polar world idle area, which agreed that the whale mall site located at 608-8 Zhongshan Road, Shahekou District, Dalian City, with a total rent of 75 million yuan, The average annual rent is about 4.69 million yuan. At the same time, the contract stipulates that jingtianxia shall be responsible for the renovation of the leased house, and jingtianxia shall bear all the expenses for the renovation of the leased house.

As of the first quarter of 2020, the total rent owed by jingtianxia to Dalian Shengya is 3.1 million yuan and the penalty is about 3.7732 million yuan.

However, on April 28, 2020, the general manager's office meeting of Dalian Shengya "agreed to purchase the decoration assets of jingtianxia at the appraisal price of 13.0102 million yuan (including tax).

*According to the announcement of St Shengya, "according to the resolution files of the general manager's office meeting, the participants of the meeting were Xiao Feng, Ding Xia, sun Tong, Liu Ming, Sun Xiang, Zhang Baohua and Xue Jingran. On May 18 of the same year, Dalian Shengya and jingtianxia signed the "agreement on asset acquisition of whale mall project" to purchase the decoration assets of whale mall which have been used for five years at a premium of 13.0102 million yuan. "

At the end of June 2020, Yang Ziping became the chairman of the seventh board of directors of Dalian Shengya, Mao Wei became the vice chairman of the company, and Yang Qi and Chen Chen became the directors of the company. However, Wang Shuanghong, the former chairman of Dalian Shengya, Liu Deyi, vice chairman, Wu Yuanming, and Xiao Feng, the general manager, withdrew from the board of directors and management of the company.

More than a year later, on July 22, 2021, the stock abbreviation of "Dalian Shengya" was changed to "* ST Shengya".

As for the whale mall project, * ST Shengya believes that "under the premise that the Xinguan epidemic has seriously affected the company's operation and the lease contract has not been terminated, the company has not claimed rent claims on jingtianxia, and has chosen to sign the" whale mall project asset acquisition agreement "with jingtianxia company to purchase the decoration assets of whale mall that have been used for five years at a premium, forming a situation in which the company owes jingtianxia 13.0102 million yuan of debt."

Therefore, from August 26 to 30, 2021, * ST Shengya reported to the Economic Crime Investigation Detachment of Dalian Public Security Bureau with Xiao Feng, Ding Xia, Sun Xiang, Xue Jingran and Zhang Baohua suspected of breaking faith and damaging the interests of listed companies.

Another "evil debt"

On August 24, 2021, the company's lawyer of * ST Shengya went to Liaoning Yuanzheng Asset Appraisal Co., Ltd. to obtain the original appraisal report and appraisal files of "decoration assets of whale mall that have been in use for 5 years" with the court investigation order. As a result, the appraisal agency replied that the appraisal files were not in the company.

Seven days later, i.e. August 31, the lawyers of * ST Shengya went to the appraisal agency to file on the spot again. The appraisal agency refused to check the original appraisal report and files of the company. Neither the appraisal report nor the archives provided by the appraisal agency found the basis of the proposal of Dalian Shengya on the company's repurchase of the operation right of whale Mall (Draft).

If we agree to purchase "decoration assets of whale mall that have been used for 5 years", can we confirm that the original senior management team of * ST Shengya has "suspected of breach of trust and damaging the interests of listed companies"? On September 2, the person from the Securities Department of * ST Shengya said, "if there are some situations that need to be announced or disclosed, we will announce them to investors or the media in the form of announcement."

The 21st century economic report reporter noted that in another announcement reported to the public security organ on the evening of August 27 of * ST Shengya, the company plans to cooperate with Sanya China reform institute education and culture industry development and Investment Co., Ltd. (hereinafter referred to as Sanya China Reform Institute) to jointly invest in the construction of "Shengya marine science and Technology Museum · whale world project", The company plans to set up a project company with Sanya China reform and Reform Institute at a ratio of 7:3 to jointly develop, construct and operate Shengya marine science and Technology Museum · whale world project.

From October 1, 2017 to February 28, 2021, * ST Shengya said that "the company has advanced 55.0633 million yuan of project funds".

On December 27, 2019, the two sides signed the investment agreement on whale world cooperation of Shengya science and technology aquarium, which agreed that 49 million yuan of the company's advance funds should be contributed in the form of debt to equity swap, accounting for 35% of the equity of the project company. Sanya China reform and Reform Institute will contribute the land and property occupied by the project company, accounting for 65% of the equity of the project company, and the investment time is before August 8, 2021.

However, up to now, * ST Shengya said, "the funds advanced by the company in the early stage are constructed by the project company in the land and real estate to be invested by Sanya China reform and Reform Institute, but Sanya China reform and Reform Institute has not fulfilled its obligation of land and property investment as agreed. According to the company's previous announcement, the management of the company at that time should be aware of the fact that the land invested by Sanya China reform and Reform Institute was mortgaged, and the company signed the "whale world cooperation investment agreement of Shengya science and technology Ocean Museum" under the premise of huge risks in the land and property investment of Sanya China reform and Reform Institute, relinquished the control right of the project company, and continued to perform the obligation of project advance payment. "

According to the audit report of 2020 provided by the project company, the project company will pay 14.1 million yuan of rent and 4.35 million yuan of comprehensive management fee to Sanya China reform and Reform Institute in 2020.

"In the previous overseas projects of Shengya, there were serious inequalities in the performance of their investment obligations and the rights and obligations of shareholders, including the beluga project in Yingkou, Chun'an and Zhenjiang." A source told the 21st century economic reporter.

Moreover, on June 3, 2020, the project company also provided joint and several liability guarantee with main creditor's rights of RMB 290 million for shareholders of China reform and Reform Institute of Sanya and Everbright Bank.

Therefore, * ST Shengya reported to the Economic Crime Investigation Detachment of Dalian Public Security Bureau on August 9, 2021 with Wang Shuanghong, Xiao Feng and Xue Jingran suspected of breaking faith and damaging the interests of listed companies. On August 26, the company received the "receipt of accepting the case" issued by the Economic Crime Investigation Detachment of Dalian Public Security Bureau.

The 21st century economic reporter noted that the two reported cases of * ST Shengya have not been formally filed. As for when the case can be filed, the company will disclose the latest information in a timely manner.

Gratitude and resentment are endless

On September 21, 2020, the board of directors of * ST Shengya will change, and the new senior management will take office.

However, in the process of checking the accounts, * ST Shengya said in the public account of "wonderful Shengya" that "it was found that the previous company's operation was not standardized and there were illegal acts that seriously damaged the interests of listed companies. Therefore, our company decided to conduct a comprehensive audit of the company, which was strongly resisted by the parties concerned and tried every possible means to hinder the progress of the work. "

On November 25, 2020, * ST Shengya issued an anti-corruption notice in the public account of "wonderful Shengya", claiming that the former management had corruption behavior, and named former chairman Wang Shuanghong and his son Wang Yimeng, and former general manager Xiao Feng in the notice.

21st century economic reporter noticed that the content of the public account is mainly related to "Yingkou Bayuquan beluga world coastal city project" by * ST Shengya, which shows that the feasibility study report of the "project" is issued by Dalian Yadong Investment Consulting Co., Ltd., and Gong Shangshang, the major shareholder of the company, is a supervisor of Moby Dick world culture development (Dalian) Co., Ltd, The big shareholder of Moby Dick company, Zhang Guoying, is the teacher of Xiao Feng, the former general manager of our company. The engineering design of the project is actually controlled by Wang Yimeng, the son of Wang Shuanghong, the former chairman of our company. As a result, our company has incurred huge losses and the company's senior executives are suspected of occupation. The project company entrusts Wang Yimeng, the son of Wang Shuanghong, the former chairman of our company, to construct the project on behalf of a company with insufficient qualification.

On December 7, 2020, Wang Yimeng made a public response to the relevant content, saying that it could not be discredited and would protect its rights through legal means.

In January this year, Mao Wei, general manager of * ST Shengya, disclosed many news through the public account of "wonderful Shengya". For example, "on December 7, 2020, our company reported a case to Xinghai branch of Dalian Public Security Bureau, accusing Xiao Mou, former general manager of Dalian Shengya, former chairman Wang Mou Hong, former deputy general manager Xue Mou ran, suspected of breach of trust and damaging the interests of listed companies; In our company, there are many employees who have never worked in the company for many years, but are paid for nothing, involving millions of dollars; Our audit of Qiandao Lake project Moby whale world (Chun'an) Cultural Tourism Development Co., Ltd. was blocked. At present, the construction site of the project was occupied by the construction party, so our company could not enter the audit; Zhenjiang Moby whale Ocean World Co., Ltd. held the board of directors illegally, and the project partner Chongqing modern logistics industry Equity Investment Fund Management Co., Ltd. illegally seized the shareholders' rights of our company by using private funds in the form of clear shares and real debts; Our company has paid 13 million yuan to Liang Mou, a shareholder of Yunnan ocean charm Tourism Development Co., Ltd., for the purchase of equity. The equity has not been transferred, the project has not been returned, and the bad debts have been directly withdrawn.

In particular, the "Moby Dick project" is "carefully planned, operated for many years, hollowed out listed companies, and spent a huge amount of money to do wedding clothes for others".

The above-mentioned sources told the 21st century economic report that * ST Shengya also encountered obstacles from local people when it went to Zhenjiang beluga project for audit at the beginning of this year.

However, Cao Xuesong, deputy general manager of Zhenjiang culture and tourism group, said in reply to the reporter's interview of the 21st century economic report that the situation is not true, "to understand the specific situation, you can go to the field to interview."

As for whether the former chairman Wang Shuanghong, the former deputy general manager Xiao Feng, the former deputy general manager Xue Jingran and other senior executives have contacted * ST Shengya after the two recent reports, it is not convenient to disclose, "if there is information that needs to be disclosed in this respect, we will make an announcement."

At the temporary general meeting of shareholders on February 27 this year, Ren Jian and Wu Jiandu, two directors nominated by Dalian Xinghai Bay Financial and Business District Investment Management Co., Ltd. (hereinafter referred to as Xinghai investment), were approved, which means that Dalian state-owned assets obtained two seats on the board of directors. In the outside world, this is an important signal that the state-owned shareholders and management of Dalian join hands to create a "new era, a new Shengya".

On September 1, * ST Shengya said that the court made a judgment on the dispute over the confirmation of the validity of the resolution "on Approving the company to re obtain the seal license" with the company and the third party Yang Ziping, "rejecting the plaintiff's claim for Xinghai investment."

This time, does the report of the former management team mean that the current management team of * ST Shengya has reached some tacit understanding with Dalian state owned assets? Or the beginning of another break? Perhaps, as the person in the Securities Department of * ST Shengya said, "everything is subject to the announcement."