*ST Hengyu was ordered to make corrections due to incomplete disclosure of related matters and incomplete governance
Author:Capital state Time:2022.07.25
On July 24, 2022,*ST Hengyu (688309.SH) issued an announcement on receiving the "Decision of Administrative Supervision Measures".
Recently, the company received the "Decision on Organizing the Ordering Correction A Correction" ([[2022] No. 40) and "No. 40 of Jinan Hengyu Environmental Technology Co., Ltd.) issued by the Shandong Regulatory Bureau and" No. 40) Decisions ([2022] No. 41) (hereinafter referred to as "Decision").
1. "Decision to take the order of ordering correction measures for Jinan Hengyu Environmental Technology Co., Ltd." ([2022] No. 40)
In the early stage, the regulatory bureau conducted on -site inspections on the company. After investigation, the company has the following problems:
First, the disclosure of related matters is incomplete. The 2017 Central Environmental Protection Supervision Team has a significant impact on the company's production and operation and investor decision -making on the company's production and operation and investor decision -making on the Xinjiang Uygur Autonomous Region. The major influence of business activities and future development. The above behavior violated the "Administrative Measures for the first publicly issued stock registration of the Science and Technology Board (Trial)" (Article 153 of the CSRC), and the "Continuous Supervision Measures for Science and Technology Innovation Board Listed Companies (Trial)" (Order of the CSRC Article 15) Article 8, the provisions of Article 2, 11, and 21 of the "Administrative Measures for Information Disclosure of Listed Companies" (CSRC Order No. 40).
Second, the management and use of funds are not standardized, and the relevant information disclosure is inaccurate. The company transferred some idle funds to non -raised funds to purchase investment products from January to April 2022 to April 2022, and the company did not open a special settlement account for products. precise.
The above behavior violates the "Regulatory Requirements for the Management and Use of the Metropolitanian Companies to raise funds for the management and use of the listed company" (announcement of the China Securities Regulatory Commission [2012] No. 44). No. 5 and 12 of the Supervisory Requirements for the Management and Use of Listed Companies "(announcement of the CSRC [2022] No. 15).
Third, the company's governance is incomplete. Some shareholders' conferences and board meetings are incomplete. For example, the 19th board of directors of the 2nd of the second session did not record the main points of speeches, and the first interim shareholders' meeting in 2021 did not record the names of the attendees and witnessed lawyers' names, etc. Amend.
The above behavior violated Article 41 of the "Regulations on the General Assembly of Listed Companies" (CSRC Announcement [2016] No. 22), and "Guidelines for the Articles of Association of Listed Companies" (CSRC Announcement [2019] No. 10) Article 123, the provisions of Article 189 of the "Guidelines for the Constitution of the Listed Companies" (Announcement [2022] No. 2).
For the above -mentioned violations, in accordance with the "Administrative Measures for the Information Disclosure of Listed Companies" (Article 59 of the CSRC Order No. 40), and the "Administrative Measures for the first publicly issued shares of the Science and Technology Innovation Board (Trial)" (Trial) Article 76. "Continuous Supervision Measures for the Science and Technology Innovation Board Listed Companies (Trial)" (CSRC Order No. 154), "List of Inspection Rules on the Listed Companies" (Announcement of the CSRC [2022] No. 21 ) Article 21 stipulates that our bureau has decided to take administrative supervision measures to be ordered to make corrections and record the relevant situation in the securities market integrity file. Your company should take effective measures to standardize the use and management of raised funds, improve corporate governance and internal control, effectively guarantee the quality of information disclosure, and submit a rectification report to the Supervision Bureau within 30 days from the date of receiving this decision.
If you are uncomfortable with this supervision and management measures, you can submit an administrative reconsideration application within 60 days from the date of receipt of this decision, or he can file a lawsuit with the people's courts with jurisdiction within 6 months from the date of receiving the decision. During the reconsideration and litigation, the above supervision and management measures are not stopped.
2. "Decisions on taking supervision conversation measures to Niu Bin and Zhong Suili" ([2022] 41) Niu Bin and Zhong Suili:
In the early stage, the Supervision Bureau conducted on -site inspections on Jinan Hengyu Environmental Protection Technology Co., Ltd. (hereinafter referred to as Hengyu Environmental Protection or Company). After investigation, the company has the following problems:
First, the disclosure of related matters is incomplete. In 2017, the regulatory agency had a significant impact on the company's production and operation and investor decision -making on the development of environmental protection supervision in Xinjiang Uygur Autonomous Region. The major influence of future development.
The above behavior violated the "Administrative Measures for the first publicly issued stock registration of the Science and Technology Board (Trial)" (Article 153 of the CSRC), and the "Continuous Supervision Measures for Science and Technology Innovation Board Listed Companies (Trial)" (Order of the CSRC Article 15) Article 8, the provisions of Article 2, 11, and 21 of the "Information Disclosure Management Office of the Listed Companies" (CSRC Order No. 40).
Second, the management and use of funds are not standardized, and the relevant information disclosure is inaccurate. The company transferred some idle funds to non -raised funds to purchase investment products from January to April 2022 to April 2022, and the company did not open a special settlement account for products. precise.
The above behavior violates the "Regulatory Requirements for the Management and Use of the Metropolitanian Companies to raise funds for the management and use of the listed company" (announcement of the China Securities Regulatory Commission [2012] No. 44). No. 5 and 12 of the Supervisory Requirements for the Management and Use of Listed Companies "(announcement of the CSRC [2022] No. 15). In view of the above -mentioned violations, Niu Bin, as the chairman of Hengyu Environmental Protection, and Zhong Suili, as the secretary of the board of directors of Hengyu Environmental Protection, have not diligently responsible for the disclosure of information disclosure to the company's above -mentioned illegal acts.
According to the "Administrative Measures for the Information Disclosure of Listed Companies" (Order 40th of the CSRC), Article 59, and the "Measures for the first publicly issued shares of the Science and Technology Board (Trial)" (Trial) (Trial) (Trial) "(CSRC No. 153) 76 Article, the "Measures for the Continuity of the Science and Technology Innovation Board Listed Companies (Trial)" (Trial) "(CSRC Order No. 154) stipulates that the Supervision Bureau decides to adopt administrative supervision measures for regulatory conversations to the company and record the relevant situation in the relevant situation. Integrity file of the securities market.
If you are uncomfortable with this supervision and management measures, you can submit an administrative reconsideration application within 60 days from the date of receipt of this decision, or he can file a lawsuit with the people's courts with jurisdiction within 6 months from the date of receiving the decision. During the reconsideration and litigation, the above supervision and management measures are not stopped.
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