Wantong technology believes that Yi Zenghui violated the reorganization commitment and filed a lawsuit to cooperate with the cancellation of corresponding shares

On the evening of October 18, Wantong technology announced that the company received the notice of accepting cases issued by Hefei intermediate people’s Court on October 15. Hefei intermediate people’s court decided to put the case on file after examining the case that the company sued Yi Zenghui company’s capital increase dispute, which met the legal acceptance conditions. < p > < p > according to the announcement, Wantong technology’s lawsuit claims, first, to terminate the “agreement on the purchase of assets by Chengdu Saiying Technology Co., Ltd.” between the listed company and Yi Zenghui; second, to require Yi Zenghui to cooperate with China securities registration and Clearing Co., Ltd. to cancel the registration of 1433900 shares of the listed company held by it; third, to order yizenghui Bear the litigation costs and other related costs of the case. < / P > < p > “I don’t know the exact time of the prosecution, it’s the legal department doing it.” Pan Dasheng, Director Secretary of Wantong technology, told Securities Daily, “after I got the court’s notice of accepting cases on the afternoon of October 15, I thought it necessary to disclose it to the public, so I fulfilled the normal obligation of information disclosure. The lawsuit filed by the listed company this time has nothing to do with the approval of the request of the board of supervisors to hold an interim general meeting of shareholders of Southern Silver Valley. < p > < p > according to the data, on September 7, 2017, Wantong technology and Yi Zenghui signed the “agreement on the purchase of assets by issuing shares of Chengdu Saiying Technology Co., Ltd.”. Accordingly, the listed company purchased 100% equity of saiying technology held by Yi Zenghui and other 12 people by issuing shares. Among them, the company issued 14343900 shares to yizenghui. After the completion of the restructuring transaction on February 13, 2018, Yi Zenghui held 14343900 shares of Wantong technology and served as a director of the listed company. Wantong technology became a wholly-owned shareholder of saiying technology, and Yi Zenghui was still the chairman, legal representative and general manager of saiying technology. < / P > < p > it is worth mentioning that as an important premise and part of the restructuring transaction, Yi Zenghui and others have signed the relevant letter of commitment. From the date of signing to 36 months after the completion of the reorganization, Yi Zenghui (including the enterprises controlled by it and other persons acting in concert) guarantees not to obtain the voting rights of the listed company in any way, and guarantees not to increase the shareholding directly or indirectly in any way The shares of the listed company shall not increase the shares of the listed company directly or indirectly through other related parties or persons acting in concert. In addition, Yi Zenghui and others also promise to ensure that the assets of listed companies are independent and complete, that listed companies have complete operating assets, and that yizenghui and its affiliated enterprises will not illegally occupy the funds, assets and resources of listed companies. However, during the commitment period, Yi Zenghui signed the agreement on persons in concert with southern Silver Valley on September 4, 2020. In addition, it refused to comply with the relevant decisions of Wantong technology on September 23, 2020 to remove its director of SAIN technology and elect a new chairman of SAIN technology, and refused to transfer the control of SAIN technology to the new directors and the chairman. < p > < p > in the view of Wantong technology, Yi Zenghui’s above-mentioned behavior directly violates its commitment not to directly or indirectly increase the company’s shares in any way, but also violates its commitment not to illegally occupy the assets and resources of the listed company, and shakes the stock right transaction basis of the two parties’ previous purchase of assets. The listed company has the right to terminate the capital increase contract with Yi Zenghui, and require the listed company to cooperate with the cancellation procedures of corresponding shares. < p > < p > < p > < p > the reporter of Securities Daily noted that, at the same time that Wantong technology received the notice of accepting the case, the application for holding the temporary general meeting of shareholders proposed by Nanfang Yingu and Yi Zenghui was released by the board of supervisors of the listed company. < p > < p > the announcement shows that on October 15, the letter on requesting to hold an interim general meeting of shareholders of Anhui Wantong Technology Co., Ltd. was deliberated and approved by the board of supervisors. The listed company will hold the second extraordinary general meeting of shareholders at 14:30 on November 20, 2020 to deliberate on the proposal to remove the four directors including Li Zhen, Liao Kai, Wang Hui and Zhen Feng. Up to now, Nanfang Silver Valley and Yi Zenghui hold 21.96% of the shares of Wantong technology, which is the largest shareholder of the listed company; century Jinyuan system has 11.7% of the shares of Tibet Jingyuan, which together with Fujian Guangju, Liangshan, liuhan, Wang Yadong and Linshu, has a total shareholding of 24.57%. At present, there is no clear evidence to show that there is a concerted action or relationship between them, and the outside world does not know how many chips the century Jinyuan system holds. In addition, Wang Sheng, a natural person, holds 8.49% of the voting rights. < p > < p > at present, Wang Sheng’s attitude may directly affect the voting results of relevant bills at the extraordinary general meeting of shareholders. At the first extraordinary general meeting of shareholders held on September 16, southern Silver Valley, Yi Zenghui and Wang Sheng all voted against the proposal to elect Chen Xiangwei, a director of century Jinyuan, as a non independent director. According to media reports, Yi Zenghui believed that Wantong technology sued Wantong technology in order to occupy a favorable position at the interim shareholders’ meeting held on November 20, and then locked in the voting rights through litigation. In this regard, some people in the legal field say that, except for several special circumstances limited by the CSRC, under normal circumstances, as long as the shareholders registered in the list of shareholders of listed companies have complete voting rights, unless they voluntarily give up their voting rights. < / P > < p > “the register of shareholders is sufficient evidence to prove that shareholders hold shares of listed companies. In this dispute, unless the court decides to require Yi Zenghui to cancel his shares, his voting rights are complete, and there is no statement of locking up his voting rights during the litigation. ” The legal person told the Securities Daily. < / P > < p > Disclaimer: the purpose of this article reprinted by china.com finance and economics is to convey more information and does not represent the views and positions of the website. The content of this paper is for reference only and does not constitute investment advice. Investors operate accordingly and bear their own risks. < p > < p > Chinanet is a national key news website under the leadership of the Information Office of the State Council and managed by China foreign language publishing and Distribution Bureau. Through 11 versions in 10 languages, the website releases information 24 hours a day, which is an important window for China to carry out international communication and information exchange.