After being indirectly held by "Faye Wong" for more than a year, he disclosed that Neptune's biological claims that the actual controller and other people did not inform them in time.

Author:Daily Economic News Time:2022.09.16

Neptune Biological (SZ000078, stock price of 3.23 yuan, market value of 8.885 billion yuan) responded to the Shenzhen Stock Exchange's inquiry letter on the evening of September 16 that the upper equity structure of the controlling shareholder Haiwang Group changed its change last year. It is reported that Faye Faye Wong took part in some equity of listed companies in April of the Seawang Holdings Group Co., Ltd. (hereinafter referred to as Neptune Holdings, which is the controlling shareholder of Neptune Group) from the hands of the vice chairman and president of Neptune and president Zhang Feng in April last year. More than 5%.

"Daily Economic News" reporter noticed that the listed company explained in the 2022 semi -annual report released on August 25 for the changes in the equity of Neptune, but the letter has been lagging behind. In the reply announcement, the listed company claimed that the letter was not informing the company's actual controller and Faye Wong in time.

The controlling shareholder's upper -level equity change letter lags behind

According to announcement on the evening of September 16th, the inspection was verified that the upper equity structure of the company's controlling shareholder Haiwang Group changed in April 2021. At that time, Zhang Feng signed the "Equity Transfer Agreement" with Faye Wong according to the instructions of Zhang Simin (the actual controller and chairman of the Neptune (actual controller and chairman of the Neptune) to transfer 30%of the Haiwang Holdings held by Zhang Simin to Faye Wong.

At the same time, Zhang Simin and Faye Wong signed the "Equity Agreement Agreement", which stipulated that Faye Wong held 30%of the equity of Haiwang holding Haiwang for Zhang Simin. As a result, Zhang Simin directly holds 70%of Neptune Holdings, and is also an actual investor in the 30%equity of the Haiwang Holdings held by Faye Wong.

Qixinbao shows that Neptune Holdings holds 59.6794%of Neptune Group and is the controlling shareholder of the company; while Neptune Group currently holds 1.216 billion shares of the listed company Neptune, holding a share of 44.22%. In converted, after Faye Wong's 30%stake in the Haiwang Holdings held by Faye Wong, he indirectly held 7.92%equity of Neptune Bio.

The change of equity changes shows that Faye Wong's residence is located in Shenzhen. The address is the Haiwang Galaxy Technology Building in Nanshan District, Shenzhen. The top 5 ID cards are "14020".

According to the "Shenzhen Stock Exchange Stock Listing Rules", shares with equity in a listed company reaches more than 5%of voting rights shares issued by the company, or subsequent shares that have equity involved In the case of the acquisition or changes in the equity of the shares, the actual controller and other information disclosure obligations shall notify the listed company in accordance with relevant regulations and fulfill their announcement obligations in accordance with relevant regulations.

Regarding the reasons for the changes in the changes in the equity of Neptune Holdings at that time, Neptune Bio said that Zhang Simin, Zhang Feng, and Faye Wong believed that the incident did not affect the changes in the controlling shareholder and actual controller of the listed company. Matters will not have a significant impact on small and medium shareholders, resulting in the failure to inform the shareholders' rights and interests in time.

At the same time, the listed company said that the staff of the board of directors did not regularly ask the company's upper -level shareholders and actual controllers on a regular matter, and did not learn about the changes in the rights and interests of the upper shareholders in time, causing the company to fail to fulfill the obligations of the letter in accordance with relevant regulations.

Mysterious prosecution

After the "low -key" disclosure of the relevant information in the semi -annual report of 2022, the "high -profile" of the Neptune Bio disclosed the changes in the upper -level equity of the controlling shareholder, which was related to the company's inquiry letter from the Shenzhen Stock Exchange.

The Shenzhen Stock Exchange recently issued an inquiry letter to the Neptune Biology to ask the company to verify the instructions for the company to verify the issues such as "the final holder of the company's 7.92%of the shares.

In the reply announcement, Neptune Bio said that the changes in the above equity will not cause the company's controlling shareholder and actual controller to change, and will not have any negative impact on the company's production and operation.

"Daily Economic News" reporter noticed that the inquiry letter of the Shenzhen Profile Institute also mentioned: "On May 31, Faye Wong and Zhang Feng, as the defendant, made a civil ruling for the case of confirmation of invalid disputes in the contract; 30%of the Haiwang Holdings held by Faye Wong was frozen by judicial. "

After verification of the Neptune Bio, Zhang Feng and Faye Wong were prosecuted as the defendant as a dispute over a contractual contract. Civil legal behavior under the name is invalid. In June this year, the People's Court of Nanshan District of Shenzhen frozen Faye Wong's 30%equity held by Neptune Holdings, with a period of three years. As of now, the above cases are in the first stage of the instance and have not yet been judged.

From the perspective of listed companies, if Faye Wong was forced to execute by the court by the judicial frozen equity, 30%of the Haiwang Holdings held by him will be registered under the name of Zhang Feng, which will not lead to the actual controller and its consistent actors. The proportion of shares and voting rights that are held in total and indirectly holding the company has no negative impact on the company's production and operation.

According to the disclosure of listed companies, Faye Wong and Zhang Feng's holdings of Haiwang Holdings are both replaced by Zhang Simin. The equity transaction between the two is also instructed by Zhang Simin; Zhang Simin is the actual enjoyment of 100%equity of Neptune Holdings. In this case, who can question equity transactions is curious. However, there is no specific information about the plaintiff in the Neptune Biological Announcement.

Qixinbao showed that Neptune Holdings involved a "civil case of confirming invalid disputes in the contract"; in addition to Neptune Holdings, the parties to the case also include "L, W, and Z, and Moo.It is worth noting that Neptune Biological announced in early March this year that the company plans to plan major asset reorganization; Neptune Group is planning to reform the ownership of listed companies to introduce strategic investors, which may involve changes in the actual controller of the listed company.On August 27, listed companies have disclosed that the specific transaction plan for major issues has been further demonstrated and communicated, and the company and relevant parties have not signed a formal agreement.In this case, the emergence of the above lawsuits seems a bit subtle.

Daily Economic News

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