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Zhongji Health (000972) notice in the evening of 20 MayPennpursuit38000Recently, the company received notice from Chairman Liu Hong that it had recently received a "decision on Administrative penalty" issued by Xinjiang Securities Supervision Bureau.
It was revealed that when Liu Hong was a director and general manager of Zhongtai Chemical, due to false records and other related illegal acts in the Sino-Thai Chemical (002092) 2022 annual report, according to relevant regulations, the Xinjiang Securities Regulatory Bureau decided to give Liu Hong a warning and imposed a fine of 600000 yuan.
On May 18, Zhongtai Chemical disclosed that the company and relevant responsible persons had received the announcement of the Administrative penalty decision of the Xinjiang Administration of Securities Regulatory Commission, and then disclosed the relevant correction announcement on May 20.
According to the corrected announcement, it has been found out that Sino-Thai Chemical has false records in the 2022 annual report; the related transactions occupied by the controlling shareholders and their related parties' non-operating funds were not disclosed in time, and there were major omissions in the 2021 annual report and 2022 annual report.
In order to achieve the revenue target issued by Xinjiang Zhongtai (Group) Co., Ltd., Sinochem and its controlled Xinjiang Lantian Petrochemical Logistics Co., Ltd., Xinjiang Tiantong Modern Logistics Co., Ltd., Qingdao Qitai Technology Co., Ltd. And Zhongtai Dayou Wuyu (Shanghai) International Logistics Co., Ltd. and other subsidiaries account for the business that does not have control or is actually an agent according to the total amount method. Total inflated income in 2022 42.Pennpursuit3800048 billion yuan and 4.248 billion yuan in inflated costs, accounting for 7.6% and 7.75% of the total operating income and total operating costs disclosed in the 2022 Annual report, respectively.
At the same time, Sino-Thai Chemical did not disclose related party transactions occupied by non-operating funds of controlling shareholders and their related parties in 2021 and 2022 periodic reports and interim announcements. In 2021 and 2022, Zhongtai Chemical and its subsidiaries conducted non-operating related transactions with controlling shareholder Zhongtai Group and its related parties directly or through third-party companies in the name of advance payment, return payment, collection and payment of freight charges, with a total occurrence of 7.718 billion yuan. Of this total, 2.154 billion yuan occurred in 2021, accounting for 8.54% of the audited net assets in 2021, and 5.564 billion yuan in 2022, accounting for 21.61% of the audited net assets in 2022. Up to now, the principal occupied by the above-mentioned annual funds has been returned.
In addition, Sino-Thai Chemical issued "23 Xinhua 01" and "23 Xinhua K1" corporate bonds in March 2023 and August 2023 respectively, raising a total of 1.1 billion yuan. The prospectus of 23 Xinhua 01 quoted the financial report data of Sinochem 2021 and January-September 2022, and disclosed the 2022 annual report of Sinochem during the period of existence. The prospectus of 23 Xinhua K1 quotes Sinochem's financial report data for 2021 and 2022.
Sino-Thai Chemical disclosed its annual reports for 2021 and 2022 as an issuer during the existence of debt financing instruments issued in China's interbank bond market from September 2019 to September 2022.
The Xinjiang Securities Regulatory Bureau believes that the above-mentioned falsely increased income, inflated costs and undisclosed related transactions occupied by non-operating funds of controlling shareholders and their related parties, respectively, led to the inaccuracy of the relevant financial report data quoted in the above prospectus and the false records and major omissions in the annual report on the duration of the bonds. The above acts violate the relevant regulations and constitute an act of "false records, misleading statements or major omissions in the reports or disclosed information submitted by the information disclosure obligor".
According to the regulations, Liu Hong, the then director and general manager of Zhongtai Chemical, was responsible for the overall production, operation and management of Zhongtai Chemical during his term of office, and was directly responsible for all the above-mentioned illegal acts of information disclosure.
In his defense materials, Liu Hong pointed out: he has been in office for a short time, trusts audit institutions, and does not know anything about violations of laws and regulations; during his tenure, he has repeatedly made reports and reminders on the lack of independence of Sino-Thai Chemical, and actively cooperated with the investigation.
After review, Xinjiang Securities Regulatory Bureau believes that the parties' short time of performing their duties, trust in audit institutions, ignorance and so on do not belong to the legal exemption. The bureau has fully taken into account the internal governance and performance of Sino-Thai Chemical and the parties concerned in the amount of penalty, so it does not accept Liu Hong's statement and defense.
According to public data, Liu Hong was born in 1965 with a graduate degree and a senior engineer. From November 2020 to September 2022, he served as deputy secretary and general manager of the party committee of Sino-Thai Chemical. From May 2021 to September 2022, he served as a director of Sino-Thai Chemical. Since September 2022, Liu Hong has served as chairman, legal person and director of the Strategy Committee of CIF Health.
Zhongji Health said that Liu Hong's above administrative penalties have nothing to do with the company and will not affect the company's daily business activities.