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On the evening of May seventeenthYoutoozcrashbandicootOn suspicion of illegal disclosure of informationYoutoozcrashbandicootJiayun Technology (300242) and Shengtun Mining (600711) announced that the China Securities Regulatory Commission decided to file a case against the company.
Jiayun Technology said that at present, all the production and operation activities of the company are carried out normally. The announcement did not disclose why Jiayun Technology violated the letter dress regulations, but it is worth noting that in December last year, Jiayun Technology received a written decision on administrative supervision measures issued by the Guangdong Securities Regulatory Bureau, which shows that there are a number of problems in Jiayun's information disclosure process.
First, it failed to perform the procedures for the review and disclosure of related party transactions, and failed to disclose the sale of major asset restructuring, mergers and acquisitions of subsidiaries in a timely manner. This problem can be traced back to December 2015, when Jiayun Technology acquired Shenzhen Yun Spatio Technology Co., Ltd. (hereinafter referred to as "Cloud Space") in the form of a major asset restructuring. In June 2021, the company signed an equity transfer agreement with Shenzhen Nelek Technology Co., Ltd. (hereinafter referred to as "Nelek"), agreeing to transfer 100% equity in Yun Spatio to Nelek at a price of 51.14 million yuan.
After investigation, Kaisa Group, as a related party of Jiayun Technology, provided loan funds to Nelek to complete the equity transaction of Jiayun Technology's sale of Cloud time and Space, which constituted a related party transaction, with a related party transaction amount of 51.14 million yuan, which reached 10% of the company's current net assets.Youtoozcrashbandicoot.29%, Jiayun Technology failed to comply with the related party transaction review and disclosure procedures. In addition, as a subsidiary of Jiayun Technology's major asset restructuring and mergers and acquisitions, the company did not timely and fully disclose the important progress of a major issue when it signed the equity transfer agreement in June 2021, and the transfer of the equity interest in Cloud time and Space was not disclosed until August 2021.
Second, the following important developments of joint investment matters with related parties have not been fully disclosed in a timely manner, especially in matters such as the sale of Metheus shares, follow-up litigation mediation, equity conversion and related parties' sale of their Metheus shares. As an important progress of disclosed related transactions, Jiayun Technology did not disclose it in a timely manner. In addition, Jiayun Technology also has some problems, such as "the chairman of the board of directors held the post of indirect controlling shareholder in violation of relevant regulations during his tenure as secretary of the board of directors" and "inadequate implementation of the relevant regulations on the registration and management of insider information", which have defects in information disclosure.
In 2023, Jiayun Technology realized operating income of 7%.Youtoozcrashbandicoot.55 billion yuan, down 66.81% from the same period last year, and the net profit attributed to shareholders of listed companies was-95.5437 million yuan, down 679.41% from the same period last year. Although the company controls costs by cutting teams and offices, the Internet marketing business is still losing money this year. Jiayun Technology is also considering looking for new profit growth points and has laid out new businesses such as cosmetics and skin care and game research and development in the early stage, but the related business has yet to make a profit in 2023.
Shengtun Mining, another listed company that has been filed, said that in April this year, the company received an order from Xiamen Securities Supervision Bureau to correct and issued a warning letter for administrative supervision measures, and the company has actively rectified and corrected the relevant errors on April 23, 2024. During the investigation period, the company will actively cooperate with the investigation work of the China Securities Regulatory Commission and fulfill its information disclosure obligations in strict accordance with regulatory requirements. At present, the production and operation of the company is normal, and the above matters will not affect the normal business activities of the company.
The reporter noticed that Xiamen Securities Supervision Bureau had previously issued a decision on administrative supervision measures to Shengtun Mining Industry, which mentioned that during the period from 2021 to 2022, Shengtun Mining Industry carried out the sales business of cobalt wet smelting intermediate products with relevant customers, the control of the goods was not substantially transferred when the goods were delivered to the relevant customers, the company recognized the revenue at the time of delivery, and the accounting treatment was not accurate. The above-mentioned individual cobalt wet smelting intermediates sold to customers were bought back by a subsidiary of the company for production without merger offset.
This incident led to more than 360 million yuan of recognized income of Shengtun Mining in 2021, accounting for 0.79% of the current operating income, and more recognized profits of 194 million yuan, accounting for 7.15% of the total profits of the year. 84.149 million yuan of recognized income in 2022, accounting for 0.33% of the operating income of the current year, less recognized profits of 139 million yuan, accounting for 18.20% of the total profits of the year. The relevant financial information disclosed in the 2021 and 2022 annual reports of Shengtun Mining Industry is not accurate.