On December 26, the Daily Economic News reporter arrived at the office of Bao Qianli (10.390, 0.00, 0.00%) (600074, SZ), located in the whirlpool on the 16th floor of Hanjing International Building in Nanshan District, Shenzhen.
One executive who just left his post has told reporters that he holds the company's shares but can not sell at the moment, and the company's status is not very good either, and Zhuang Min, the former de facto controller of the company, may need to be responsible.
Thousands of miles said the company found that the former chairman of Zhuang Min suspected of investing in assets by foreign investment, large prepayments transactions, violations of collateral encroachment on the interests of listed companies, etc. Even more noteworthy is that Zhuang Min suspected of encroaching on the company The specific mode of operation of interest: It allegedly controls the transfer of the equity of the bank account by controlling the receiving bank account of the subject-of-transfer, which is allegedly transferred out of the capital by introducing the signing of the business contract between the third party and the investment subject , Suspected of using foreign investment acquisition of assets way to encroach on the interests of listed companies.
At present, Zhuang Min only one-way with Paul Trinidad chairman Lu Peng one-way contact, Paul miles said does not rule out the possibility of future loss of Zhuang Min.
Occupation path exposure
On December 16, two security officers stopped at the gate of Baoqianli Office and opened the door to the employees who came in and out by the remote control. The staff of the company introduced to reporters. At present, the secretarial secretary and witness aliens are both meeting outside and temporarily unable to accept the interview.
However, for this stormy company, the concrete mode of operation in which its former actual controller, Zhuang Min, allegedly occupied the interests of the company, has gradually become clearer.
Paul thousands of miles, the Board of Directors believe that the verification of foreign investment, Zhuang Min allegedly controlled by the transfer of the subject of the transfer of the recipient bank account the actual control of the transfer of equity in these bank accounts the amount of money, allegedly through the introduction of third parties and investment targets signed business contracts Way out of the capital increase, the alleged acquisition of assets by way of foreign investment in the interests of listed companies.
Clearly, to complete this series of operations, means that Zhuang Min's behavior requires the cooperation of the original shareholders of the investor, and the so-called 'third party' may also be in the actual control of Zhuang Min, but also can not rule out the existence of the subject matter of the assessment Possibly high value.
During the period when the stock was suspended, Paul Thousands also carried out one by one verification on the foreign investment projects led by Zhuang Min. The scope of verification was all foreign investment projects of the Company from 2016 to 2017, of which the focus was on checking Shenzhen Lou Tong Bao Industrial Co., Ltd. (hereinafter referred to as Lou Tong) , Shenzhen Anweike Electronics Co., Ltd. (hereinafter referred to Anweike) 9 investment targets.
The shocking results.
For example, after verifying the 'Transaction Pricing Basis', it found that the Company failed to perform the procedures of auditing and appraisal before fulfilling the decision-making procedures of the six companies including Tongbao and Anweke, etc. It is clear that the Company will bring in overseas investment without evaluation trouble.
Thousands of miles in the said investment, the nine investment targets a total investment of about 3275000000 yuan.The company's board of directors said that the existence of the valuation of the investment may be as high as possible, may cause significant losses to the company.The ensuing problem is that, as the acquisition Despite the high valuation, Baoqianli now tries to dispose of foreign investment which is not strongly related to the Company's business. However, the sale price can not be equal to the purchase price or has a large deviation from the purchase price, resulting in difficulties in disposal and adverse impact on the Company's financial position Possible impact.
An industry lawyer told reporters that Zhuang Min's practice suspected of hollowing out listed companies.The lawyer believes that listed companies have to be responsible for the matter, 'This is the lack of listed companies internal control system, and did not fulfill the normal decision-making process, small and medium shareholders can To sue the listed company and may even sue Dong Guan to sue for damages.
In addition, the "Daily Economic News" reporter noted that, as of November 30, 2017, Paul Thousands of unaudited consolidated total goodwill of about 2.43 billion yuan, representing the total unaudited assets as of November 30, 2017 105.04 23.13% of the 100 million yuan.And affected by the lack of liquidity of the company, the nine foreign investment companies, with the exception of two, the remaining companies operating in a semi-quiescent state, which also means that part of the company's goodwill impairment risk.
Receivables, advances payment difficult
Many questions, but also to keep miles away business logic multiple advances, and may not be able to recover some of the accounts receivable.Pao Qianli introduction, the company's board of directors verification showed that there are still suspected Zhuang Min receivables accounts receivable Interests of listed companies.
As of November 31, 2017, the balance of receivables in Bao Qianli was approximately RMB2,566 million, accounting for 24.43% of the total unaudited total assets of RMB10,504 million and accounting for 53.91% of the unaudited net assets of approximately RMB4,760 million. According to the preliminary verification, most of these customers were not established for a long time and their operating abilities and repayment ability were in doubt. Whether the follow-up of accounts receivable can be recovered is due to the above accounts receivable involving downstream customers of a number of major subsidiaries. Uncertainty, the recoverable amount needs to be further confirmed, there is a majority of accounts receivable risk can not be recovered.
The reporter of "Daily Economic News" inspected Baoqianbao's 2017 Third Quarterly Report and found that although the company achieved a net profit of 404 million yuan, a decrease of 34.48% over the same period of last year, the net cash flow from operating activities dropped from negative 134 million yuan Negative 856 million yuan, a decrease of 538.76% .This obviously means that a considerable part of the company's revenue, and did not convert into real income into the company.Qi quarterly consolidated balance sheet shows that the company accounts receivable balance from the beginning of 1.118 billion yuan Soared to 2.45 billion yuan at the end of the period.
In addition, as of November 30, 2017, the unaudited financial statements of the Company showed that the balance of prepayments amounted to approximately RMB874 million, accounting for 8.32% of the total unaudited assets and accounting for 18.36% of the unaudited net assets. During the verification, After the Board of Directors found that there was a large prepayments payment, the counterparty had unreasonable phenomena of not delivering the goods, delivering a small part of the goods, overdue delivery or not executing the contract, etc. Bao Qianli said that after preliminary judgment, the above prepayments were extremely large Part of the payment recovery is extremely difficult because the payment has been paid abroad, as a result of the other party can not perform the contract, and the prepayment can not be recovered, the company's production and operation and financial conditions will be adversely affected to further increase the company's liquidity tension will be Will seriously affect the company's follow-up production and management.
Bao miles said the company so far the risk prepay balance of about 873 million yuan, receivables balance of about 2.566 billion yuan, goodwill balance of about 2.43 billion yuan, the alleged breach of security balance of about 652 million yuan, the total amount of about RMB 6.521 billion, accounting for approximately 62.08% of the total assets of the Company's unaudited statements as of November 30, 2017 and accounting for approximately 137% of the net assets of the Company as of November 30, 2017. In the event of an extreme event, all the above assets were destroyed Or most of the loss, the company will have a substantial reduction in the risk of assets, and even the risk of insolvent.
At the same time, the Company's operating conditions deteriorated. Orders dropped drastically, personnel were continuously lost, production and operation offices were in a state of semi-pause, and the Company was not expected to resume normal production and operation within three months.
As to the next working arrangement, Bao Qianli said the board of directors of the Company will continue to urge the former de facto controller, Zhuang Min, to return to the company as soon as possible, make statements to the board of directors on matters suspected of embezzling the interests of listed companies, cooperate with the board of directors for verification, and assist in recovering relevant losses. It will promote debt restructuring, recover accounts receivable as soon as possible, and find suitable reorganization targets. The Company will choose to implement such measures as but not limited to major asset restructuring, debt restructuring and bankruptcy reorganization.