Financial reporter Liu Jian.
Due to the incomplete disclosure of material asset transaction information and the failure to disclose the asset appraisal report in a timely manner as required, Dongwang Times was recently warned by the Shanghai Stock Exchange. Fengkou Finance noticed that in recent years, Dongwang Times has been concerned by regulatory authorities many times because of violations of letter disclosure. In terms of performance, the company gradually divested its real estate business and focused on energy-saving services, but its overall performance has been poor in recent years, and it has also been mired in a number of lawsuits due to disputes such as guarantees.
The Shanghai Stock Exchange issued an announcement on December 12 to give a regulatory warning to Yao Bingfeng, the then secretary of the board of directors of Dongwang Times. The reason is that the company's material asset transaction information disclosure is incomplete, and the asset appraisal report issued by the asset appraisal agency is not disclosed in a timely manner as required, which damages the investor's right to know.
After investigation, on November 7, 2023, the company disclosed an announcement on the supplementary disclosure assessment report, stating that the company found through self-examination that in the matter of publicly listing and transferring the right to benefit from construction land in June 2022, due to negligence, the asset appraisal report was not disclosed in accordance with the regulations, so the supplementary disclosure was made on the same day. The transaction has been approved by the shareholders' meeting held on July 7, 2022, and the transaction has been completed so far. If the above-mentioned transfer of the right to benefit from construction land reaches the standard that should be submitted to the general meeting of shareholders for deliberation, the company shall disclose the appraisal report issued by the asset appraisal agency of the underlying assets, but the company has not disclosed the asset appraisal report as required, and only disclosed the land valuation consulting report, which has not been supplemented until now.
According to the Shanghai Stock Exchange, the major asset transactions of listed companies are a major matter of concern to the market and investors, and the relevant asset appraisal reports may have a greater impact on investors' decision-making. The company's disclosure of material asset transaction information is incomplete, and the asset appraisal report issued by the asset appraisal agency is not disclosed in a timely manner as required, which damages the investor's right to know. Yao Bingfeng, the secretary of the board of directors at the time, as the specific person in charge of the company's information disclosure affairs, failed to be diligent and responsible, and was responsible for the company's above-mentioned information disclosure violations. In accordance with the relevant regulations, the Shanghai Stock Exchange decided to issue a regulatory warning to Yao Bingfeng, the then secretary of the board of directors of Dongwang Times.
Repeatedly concerned by regulatory authorities Fengkou Finance noticed that in recent years, Dongwang Times has been concerned by regulatory authorities for information disclosure violations many times, and has received regulatory letters many times.
On December 8, Dongwang Times announced that on December 7, 2023, the Zhejiang Securities Regulatory Bureau issued the "Decision on Issuing Warning Letters to Guangsha Holding Group *** and its persons acting in concert" against Guangsha Holding Group *** and its persons acting in concert.
After investigation, Guangsha Holdings and its concerted actors Guangsha Construction, Guangsha Investment, Lou Jiangyue, Lou Zhongfu and Lou Ming are shareholders of Dongwang Times holding more than 5% of the voting rights. On July 3, 2023, Guangsha Holdings gave up the voting rights of 105,636,712 shares of Dongwang Times, accounting for 12 of the total share capital of Dongwang Times51%。On July 5, Dongwang Times disclosed the "Reminder Announcement on Shareholders' Waiver of Voting Rights and Changes in Equity". On July 24, the Beijing No. 2 Intermediate People's Court served the Enforcement Ruling, ruling that the ownership and other rights of the 49,086,712 shares of Dongwang Times held by Guangsha Holdings would be transferred to the buyer from the time of service of the ruling, and the above shares accounted for 5 percent of the total share capital of Dongwang Times81%。On July 26, Dongwang Times disclosed the "Suggestive Announcement on the Progress of the Second Judicial Auction and the Change of Rights and Interests of Part of the Shares Held by the Company's Shareholders". However, Guangsha Holdings and its persons acting in concert did not disclose the "Report on Changes in Equity (Waiver of Voting Rights)" and "Report on Changes in Equity (Enforcement of Court Ruling)" through Dongwang Times at the latest on August 5.
The Zhejiang Securities Regulatory Bureau decided to take supervision and management measures to issue warning letters to Guangsha Holdings, Guangsha Construction, Guangsha Investment, Lou Jiangyue, Lou Zhongfu and Lou Ming, and recorded them in the market integrity file. Guangsha Holdings and its persons acting in concert should fully learn from the lessons, strengthen the Xi of laws and regulations, improve the awareness of standardized operation, conscientiously fulfill the obligation of information disclosure, and submit a written rectification report within 10 working days from the date of receipt of this decision to prevent the recurrence of such violations in the future.
On July 27, Dongwang Times announced that it had recently received a regulatory work letter issued by the Shanghai Stock Exchange on matters related to the existence and division of the company's controlling shareholders. The SSE requires the company and relevant parties to verify and supplement the disclosure of whether there are previous agreements that should be disclosed but have not been disclosed, whether the previous information disclosure is true, accurate and complete, and whether it constitutes a concerted action relationship.
On May 9, Dongwang Times announced that Guangsha Construction Group Co., Ltd., the company's second largest shareholder, recently received a warning letter issued by the Zhejiang Securities Regulatory Bureau. Guangsha Construction Group, as a person acting in concert with the shareholders holding more than 5% of the shares of Dongwang Times, issued 7,999,989 shares of Dongwang Times through the centralized bidding method of the **Exchange from November 1, 2022 to January 10, 2023, accounting for 0.0 of the total share capital of Dongwang Times95%。The Company did not report and pre-disclose the plan to the Exchange 15 trading days prior to the first sale. The Zhejiang Securities Regulatory Bureau decided to take supervision and management measures against the company by issuing a warning letter, and recorded it in the market integrity file.
On March 8, 2022, the Shanghai Stock Exchange issued a regulatory work letter to the company, proposing regulatory requirements for the overdue external guarantee of the company and the pledge of deposit receipts.
In addition, the announcement of Dongwang Times shows that the company is involved in a number of lawsuits due to disputes such as huge guarantees.
The overall poor performance of the recent Zhejiang Dongwang Times Technology Co., Ltd., formerly known as Zhejiang Guangsha, a veteran real estate company, was founded in 1993 and listed on the Shanghai Stock Exchange in 1997. From January 20, 2022, the abbreviation of the company has been changed from "Zhejiang Guangsha" to "Dongwang Times".
At present, the main business of Dongwang Times is energy-saving services and film and television culture. The main business entity of energy-saving service is Zhejiang Zhenglan Energy Saving Technology Co., Ltd., Chongqing Huixian Youce Technology, and its main business model is the energy-saving design, operation and management of hot water system, providing hot water energy-saving services for colleges and universities. This year's semi-annual report shows that at present, Zhenglan Energy Conservation and Huixian Youce are the leading enterprises in East China and Southwest China in the hot water service industry in colleges and universities, and their business has covered 22 provinces across the country, and has invested in more than 280 university projects and served more than 2 million students. The main body of the company's film and television culture business is mainly based on the development of Zhejiang song and painting culture, and the company carries out film and television drama investment business in cooperation through the integration of market resources.
In terms of performance, Dongwang Times' performance has declined in recent years, and it has gradually stripped off the original real estate business and focused on the development of the school hot water service industry.
In 2021, Dongwang Times achieved an operating income of 23.3 billion yuan, a year-on-year increase of 2522%；The net profit attributable to the parent company was -4000210,000 yuan. In 2022, the company achieved a total operating income of 22 billion yuan, down 5 percent year-on-year86%；The net profit attributable to the parent company was a loss of 21.3 billion yuan, deducting a non-net profit loss of 5877380,000 yuan. In 2022, the company's main business will be 18 billion yuan, a year-on-year increase of 20926%, accounting for 8190%；The income of film and television dramas is only 00.1 billion yuan, down 9897%, accounting for 061%。
Since the beginning of this year, the company's performance has improved. In the first half of the year, the company achieved operating income of 17.7 billion yuan, an increase of 121 percent year-on-year9%；Net profit attributable to the parent company was 5192740,000 yuan, turning losses into profits.
In the first three quarters of this year, the company achieved revenue of 23.1 billion yuan, a year-on-year increase of 1327%；Net profit attributable to the parent company was 5687680,000 yuan, a year-on-year increase of 16056%。However, the increase in revenue in the third quarter did not increase profits, and the net profit attributable to the parent company was 494940,000 yuan, a year-on-year decrease of 87%.
It is worth noting that the Dongwang era has just undergone high-level changes. On the evening of November 2, the company announced that Chairman Jiang Xufeng resigned for personal reasons. Jiang Xufeng resigned as the chairman of the board of directors, a director, a member of the strategy committee and chairman of the board of directors, and will not hold any other positions in the company after his resignation.
In the secondary market, the share price of Dongwang Times has shown a trend since the beginning of this year, and as of December 13, the company's stock price is 512 yuan shares, down more than 6% from the beginning of the year, the current total market value of 432.2 billion yuan. Fengkou Finance contacted Dongwang Times about the company's supervision and how to improve its performance, but the company has not replied as of press time.
The views in this article are for reference only and do not constitute investment advice）