Clairadi's affiliates are incomplete, and only the words of the SFC system of the Securities Regulatory Commission of the CSRC
Author:Public Securities News Time:2022.07.08
In early June, Guangzhou Kerrydi Medical Equipment Co., Ltd. (hereinafter referred to as "Kerrydi"), a medical device design, research and development, production and sales of orthopedic rehabilitation in orthopedic rehabilitation, updated the prospectus. The fundraising of 342 million yuan was funded, and three projects were invested in the construction of radiotherapy positioning and the construction of rehabilitation product production centers.
Kerrydi intends to log in to the GEM pilot registration system. The regulatory layer has always emphasized that the registration system is based on the letter, and related parties and affiliated transactions, especially the situation involved in the controlling shareholder and actual controller of the enterprise, have become the focus of attention from all walks of life. one. A reporter from the Public Securities News Daily Mirror Financial Studio found that in addition to the actual controller of the company's actual controller Yi Ligang, Wuhan Koridi exists in generations, and the completeness of the affiliates of Kellaydi The book did not disclose Yi Ligang's shareholding and served as the legal representative, executive director, and general manager, Wuhan Kanghean, and Wuhan Kanghean may also be a company dealer.
What is even more noticeable is that the reporter's investigation found that Clarlydi also had an indirect shareholder system resignation personnel, but the company's prospectus did not mention the resignation of the Securities Regulatory Commission system.
Related customers are not disclosed
Kerlaydi belongs to the medical device industry. According to the prospectus, the main products include radiotherapy positioning membrane, radiotherapy fixation, thermoplastic plastic pads, vacuum negative pressure bags, orthopedic compound low -temperature thermal plastic materials, etc., mainly covering radiotherapy positioning and orthopedic rehabilitation In the field, most of the company's end users are medical institutions and mainly use the distribution model to sell products. During the reporting period, from 2019 to 2021, the company's revenue was 153 million yuan, 160 million yuan, and 209 million yuan, respectively, and the net profit attributable to the mother was 38.7997 million yuan, 48.837 million yuan, and 60.12 million yuan. , But in recent years, performance has increased steadily.
The actual controller of the company is Zhan Deren and his spouse Li Li. As of the date of signing the prospectus, Zhan Deren and his spouse Li Li indirectly held 43.13%of the company's equity through Xin Deli, and indirectly held 6.70%of the company's equity through Titkang. In addition The company's employee holding platform Huaxinghai Control Company 13.50%of the equity, and finally controlled the company's 63.33%equity.
As related transactions are prone to generate interest transmission and regulate profits, related transactions and related parties have always been one of the focus of capital market attention and supervision, especially related to the controlling shareholder or actual controller.
When the company disclosed the affiliated parties and affiliates, Wuhan Kerry Trading Co., Ltd. (hereinafter referred to as "Wuhan Kerry") was disclosed as other stakeholders and disclosed the affiliated transaction situation with it.
Kerrydi introduced, "The actual controller of the Wuhan Kerry company, the son of Sister Zhan Deren, the son of the son of Eli Gang, the son of Wuhan, and the company of Wuhan Kerry as the company's dealer and the company's important interests of the company." "The client's actual controller and the company's actual controller relationship, and before the establishment of Wuhan Ceri, they had cooperated with the issuer, so they continued their cooperation with the issuer after the establishment."
The company said: "During the reporting period, the company sold the goods from Wuhan Ceri to 23.142 million yuan, 1.8018 million yuan, and 3.1496 million yuan, respectively, accounting Di is mainly responsible for the company's products in the Hubei regional market. It has a stable terminal customer resources in the Hubei market. It is expected that the company's products will continue to distribute the company in the future. "
In addition, the company said, "During the reporting period, the company sold the gross profit margin to Wuhan Ceri with 53.68%, 54.96%, and 52.65%, respectively, slightly lower than the company's domestic distribution gross margin level. The local market competition level is negotiated and priced, and in view of the stable cooperation between Koridi and the company, the company's products are promoted to the sales of large -scale terminal hospitals in Hubei regional.
According to the business registration information of the reporter, the only shareholder of Wuhan Kerry is Feng Xiaogang, and the executive director, general manager and legal representative are Luo Caiya. Yi Ligang only serves as a supervisor (see Figure 1).
Figure 1: Screenshot about Wuhan Koridi
However, Wuhan Kerry's historical shareholders are Luo Caiya, Yili Gang, and Zhan Zhiguo. The three of them withdrew from June 16, 2015; among the main persons in history, Feng Xiaogang from June 6, 2015 to December 20, 2021 2021 He served as the executive director and general manager, and Xue Ni served as a supervisor from June 6, 2015 to December 20, 2021. Zhan Zhiguo served as a supervisor before June 16, 2015.
According to the company's prospectus disclosure and the current industrial and commercial information, Yili Gang did not hold the shares Wuhan Corrid after June 16, 2015. He only served as a supervisor. As we all know, the equity holding is usually because it is inconvenient to directly hold the shares, which is essentially hidden assets.
There is another heavy influence company with a heavy -duty affected enterprise
In addition, the company's IPO intends to log in to the GEM is piloting the registered system with the letter as the core. Reality, integrity, and accuracy are the key points for the attention of the letter and regulatory layer.
It should be noted that the company's investigation shows that the companies of Kelledi's actual controller Yili Gang currently have a significant impact on the currently impact. ) —— The company was established on August 7, 2014. The legal representative is Yili Gang. It holds 10%of its shares and serves as an executive director and general manager. , Zhan Deming served as a supervisor. The change registration information shows that on January 25, 2022, Eli became 10%of the shareholders, but as early as July 26, 2017, it became an executive director, general manager, and legal representative. Figure 2: Screenshot of Wuhan Kanghean in Wuhan
Moreover, the introduction of Wuhan Kanghean showed by the company showed that its agent Claridi products (see Figure 3).
Figure 3: Screenshot of the introduction of Wuhan Kanghean in Wuhan
The reporter further passed the company inspection and found that on November 17, 2021, the 2021 Luohu District People's Hospital's procurement (third procurement) qualification review results announced by the Shenzhen Public Resources Trading Center announced in 2021. Three companies such as Ledi, Wuhan Kerry, and Wuhan Kanghean passed the qualification review to purchase products for the human fixed bracket (see Figure 4).
Figure 4: Screenshot of the Tender Information of Shenzhen Luohu Hospital
In addition, the Procurement Management Office of Xiangyang First People's Hospital in Hubei Province was announced on April 18, 2022. The transaction results of the rehabilitation department of the Western Hospital of the First People's Hospital of Xiangyang City First People's Hospital were announced. Kanghean, the product is a rehabilitation workstation of high and low temperature integration (see Figure 5). Check out the procurement documents of its high and low temperature integrated rehabilitation workstation. The technical requirements include the configuration of the low -temperature branches, mainly low -temperature thermoplastic boards.
Figure 5: Screenshot of relevant bidding information in Wuhan Kanghean
In other words, according to the company's investigation information showed by the company's investigation, Wuhan Kanghean should be the same as the company's related parties as the company, and it may be the company's dealer. The word is not mentioned.
The above -mentioned situations cannot be unable to make many questions about the integrity, authenticity, and even concealment of Klelei Xin:
1. From July 26, 2017, Yi Ligang will be the executive director, general manager, and legal representative of Wuhan Kangheian. Why did the enterprise controlled by Li Gang not disclosed in the related parties in the prospectus?
2. When the bidding of the human body in Shenzhen Luohu Hospital was reviewed by the censorship of the company, the Wuhan Koridi controlled by Yili Gang, and the Wuhan Kanghean, which had a significant influence, why Wuhan Kanghean and the company and the dealer would be with the company and dealers. Wuhan Koridi appeared in the list of participating companies in the bidding company? The introduction of Wuhan Kangheeta An profile showing its agency company products, as well as the bid announcement, procurement document display bidding equipment and company in Xiangyang, Hubei Xiangyang, Hubei, Hubei, Hubei, Hubei Xiangyang, Hubei, Product -related, is Wuhan Kanghelian the company's dealer? Since Yi Li Gang has a significant impact on Wuhan Kanghean, should it be compared to Wuhan Coriidi and disclose it as a company's affiliated parties?
3. From the information of the industrial and commercial registration showed by the enterprise, Yi Ligang did not hold the shares of Wuhan Kerry and only served as a supervisor. Why does Yi Li Gang need to hold others on behalf of others? What is the reason why Yili Gang is inconvenient to hold the shares directly? Why did not explicitly disclose the situation of the generation in the company's prospectus?
Fourth, combined with the control of Wuhan Kerry, which is controlled by Yi Li Gang, does Wuhan Kanghei'an also have the actual control of Yi Li Gang and others replace it?
5. Combined with Yili Gang's significant impact on Wuhan Kanghean, and the company may represent the company's products, the company's prospectus is not disclosed like Yili Gang and the company's products are disclosed. Putting integrity and authenticity? Is there no disclosure of the company?
The reporter of the "Public Securities Daily" Mingjing Financial Studio previously called Cleleti to send a news interview letter on the above questions, and the company did not make a substantial response to the problem. The newspaper will continue to follow up with relevant situations such as indirect shareholders of the CSRC system, as well as the company's core technology -related patents and authorized patents.
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