Pioneer new material "encounter" tough subsidiary: the official seal of the account was transferred to the security gate to refuse the audit

Ningbo Pioneer New Materials Co., Ltd. ("Pioneer New Materials", 300163) may have acquired a "fake" subsidiary.

As a controlling shareholder holding 60% of the shares, the listed company will audit the performance of Shanghai Gaishi Network Technology Co., Ltd. (“Gaishi Auto Network”), a subsidiary acquired in 2015, from January to May 2017, but it is subject to the subsidiaries’ Hard to refuse. According to the description of the pioneering new materials to the "China Times" reporter, the former general manager of the Geshi Automobile Network Zhou Xiaoyu robbed and transferred the company's official seal and account book, while using security to block the company's door, refused to invest in the company's audit team.

The incident has been going on for nearly a week, and the two sides are still in a stalemate. Pioneer New Materials told reporters that it is unclear why the subsidiary will make such radical behavior and has reported to the police station where the company is located. Zhou Xiaoyu, the legal representative of the Geshi Auto Network and the former general manager, said that a press conference will be held for information disclosure.

Listed company "has a family can not return"

On the afternoon of June 12, Pioneer New Materials Finance Director, Geshi Auto Network executive director Zong Xudong, and Ge Shibo's newly appointed general manager Chen Wenkai were preparing to enter Shanghai Geshi Network Technology Co., Ltd., but they were wearing "special service" at the door. Blocked by the 7 security guards. Zong Xudong repeatedly asked the security guard why he did not allow the holding company management personnel and the general manager of the company to enter, but the security responded that according to the requirements of Shanghai Geshi Network Technology Co., Ltd., the personnel of Pioneer New Materials and other personnel with specific requirements were not allowed to enter the company. . After a long period of dispute between the two sides, the security guards resolutely refused to retreat and arranged a wall at the door. The "China Times" reporter saw that the company still has employees in and out, but many rooms are in a state of closed lights.

According to Pioneer's new material, the reason why the pioneering new material of the controlling party “has no home to return” is derived from the audit of Gasgoo.com.

The financial staff of the listed company told the China Times reporter that after the acquisition of Gasgoo.com in 2015, the acquisition of the target began to turn around in 2016, but in 2017 it began to experience large losses, and the first time since its acquisition An internal audit. Unexpectedly, it was strongly confronted by the subsidiaries.

On June 5th, Gasgoo.com issued a notice to all employees issued by the executive director Zong Xudong on the exemption of Ms. Zhou Xiaotong’s general manager and internal audit. She was relieved of the post of general manager Zhou Xiaotong and the internal audit of Pioneer New Materials. The ministry will be stationed in the company to audit the financial situation, and all departments are required to cooperate.

On the same day, Chen Wenkai, founder and chief consultant of Gasport.com, was appointed as the general manager and was responsible for the company's management.

However, on June 8, Zhou Xiaotong took people into the office of Gasgoo.com, obstructing the audit and robbing the company's official seal and financial documents. To this end, it also collided with the financial auditors of the pioneering new materials on the scene, and finally the alarm was resolved.

Pioneer New Materials said that on June 9th, Zhou Xiaotong issued a notice with the official seal of the robbing, requiring employees to work at home, and at the same time closing the company's door to prevent employees from entering and leaving the office.

"After this, Zhou Xiaoyu disappeared. We couldn't find her at the scene. The call was never answered." Pioneer New Materials said that they still don't understand why the company would refuse to audit so strongly. The suspicion may be It is related to a large loss in performance.

63 million cross-industry acquisitions

Pioneer New Materials is mainly engaged in research and development, production and sales of polymer composite sunshade materials (sunlight fabrics). The main business of Gasgoo.com is network technology development, technology development of automotive parts technology development and related technologies, technical consulting, technical services, technology transfer, exhibition services, and information service services in the second category of value-added telecommunications services. Internet information service), development and sales of computer software, design, production, and agency of various types of advertising, using their own media to publish advertising. The operating website is Gasgoo.com.

Pioneer New Materials announced on the evening of September 14, 2015 that it has signed an equity investment with Shanghai Chaoyu Information Technology Co., Ltd., Shenzhen Yinghong Ruifang Investment Partnership (Limited Partnership), Anhui Huamao Textile Co., Ltd. and Chen Wenkai. protocol". The content of the agreement is that the company intends to acquire Shanghai Gaoshi Network Technology Co., Ltd., Shanghai Yinghong Ruifang Investment Partnership (limited partnership), Anhui Huamao Textile Co., Ltd. and Chen Wenkai, respectively, with its own funds. 20%, 10%, 10%, 20% of the equity, the total amount of the transfer is RMB 63 million. After the completion of the transfer, the listed company will hold a 60% stake in Gasgoo.com, and Gasgoo.com will become a holding company of the company.

At that time, the announcement stated that the acquisition of equity mainly utilized the business resources of Gasgoo.com to invest and expand in the automotive parts and aftermarket sectors, further enhancing the company's core competitiveness, helping to broaden the company's business scope and improve the company's profitability. Long-term development strategy.

But this is a cross-industry acquisition. The senior executives of Pioneer New Materials also admitted to the "China Times" reporter that the listed company did not understand the business of Gasgoo.com. Therefore, no special management personnel were assigned after the acquisition, and no financial management personnel were stationed. Manage by yourself. At that time, Chen Wenkai was responsible for managing finances and personnel. He said that the business of the entire company had been fully managed by Zhou Xiaotong. Zhou was an assistant and secretary of Chen, and was brought up by Chen.

According to the annual report of Pioneer New Materials, in 2015, Gasgoo.com lost a total of 4,660,500 yuan, and Chen Wenkai compensated 11.10 million for the gambling agreement. In 2016, Gasgoo.com turned a profit.

Changes in share ratio

In contrast to the change in equity after the acquisition of Gasgoo.com, the reporter of China Times found a very strange place.

According to the "Equity Investment Agreement" signed by the two parties on August 24, 2015, Pioneer New Materials Holdings is 60%, Shanghai Geshi Management Team holds 30%, and Shanghai Chaoyu holds 10%. However, the announcement of the final information disclosure showed that Pioneer New Materials Holdings remained unchanged at 60%, Shanghai Gai Shi management team was holding 20%, and Shanghai Chaosheng held 20%.

It has been shown that the National Enterprise Credit Information Publicity System shows that according to the 2016 annual report of Gasgoo.com, the company’s shareholders, Zhongfeng New Materials, have subscribed for 3 million yuan, and Shanghai Chaoyu has subscribed for 1.5 million yuan. The capital contribution is 500,000 yuan, and the capital contribution time is November 10, 2015. Obviously, according to the information contained in this Shanghai Geshi 2016 Annual Report, Shanghai Geshi's shareholder structure is 60% for Pioneer New Materials, 30% for Shanghai Chaoyu, and 10% for Shanghai Yuehu. As for the change in equity, Pioneer New Materials has expressed ignorance.

Chen Wenkai told reporters that after the deadline for the gambling agreement in 2015 and 2016, he completely left the Gasgoo.com network, and all the business was taken care of by Zhou Xiaotong. This year, there will be a big reason why it will turn around in 2016. The loss was not understandable, and I was puzzled by the reasons why Zhou Xiaotong refused to audit. The reporter also learned that Zhou Xiaotong asked the business personnel after the year that the company no longer did business.

As for the pioneering new materials and the "internal contradictions" of the subsidiaries, the reporter also tried to contact Zhou Xiaotong to listen to her statement. It responded to the reporter that it will arrange a media conference in the near future to formally disclose information. The newspaper will also continue to pay attention to the exchange of listed companies and subsidiaries.

China Times (micro-signal: chinatimes) reporter Xu Chao Shanghai reports