Consistent actors involved in litigation storm Neptune biochemical controllers equity holding questions to be solved

Author:Economic Observer Time:2022.09.19

Economic Observation Network reporter Zhang Xiaohui on September 17, 2022, Shenzhen Neptune Biological Engineering Co., Ltd. (000078.SZ, "Neptune Biology" in the article) disclosed "The Consert of the Company's Actual Controller involved in the complaint and its equity was frozen by the judicial freezing. Announcement ". The announcement shows that the actual controller of the Neptune and the chairman of the board of directors Zhang Simin's complex equity holding relationship, exposed to the public due to a lawsuit.

"Because the lawsuit is still in the first instance stage, we did not disclose the plaintiff information of Mr. Zhang Feng and Ms. Faye Wong. This information was obtained from the company's upper -level shareholders, not at the level of listed companies, and at present, it has no impact on the company's production and operation." On the afternoon of September 19, 2022, the Office of Neptune Biological Directors answered questions from the Economic Observation Network.

His suspicion in the case of equity holdings

Zhang Feng and Faye Wong are the unanimous actors of Zhang Simin. Among them, Zhang Feng is the brother of Zhang Simin. Faye Wong is the vice president of Shenzhen Neptune Group Co., Ltd. (the controlling shareholder of the Neptune Biology Biology Group, hereinafter referred to as the "Neptune Group") Essence

Neptune Group is the controlling shareholder of Neptune Bio. Zhang Simin achieved its equity control of 59.68%of Neptune Group through Shenzhen Haiwang Holding Group Co., Ltd. (hereinafter referred to as "Neptune Holdings").

Zhang Simin's holding of Haiwang Holdings is 100%, but it is divided into 70%of the direct holding, and the remaining 30%will be handed over to Zhang Feng. Under the name of Faye Wong.

In this way, Zhang Feng and Faye Wong had a equity relationship with Zhang Simin.

On September 17, 2022, Neptune Biological disclosed the above "Announcement on the Consistent Action of the Company's Realcies and its equity and its equity was juvenile to freeze", saying that Zhang Feng and Faye Wong were sued as the defendant as a dispute over the equity transfer contract. The plaintiff advocated that Zhang Feng registered 30%of the Haiwang Holdings in April 2021 and registered the 30%equity transfer of Haiwang Holdings to the civil legal act in Faye Wong. The case is currently in the first stage of the case and has not yet been judged.

In June 2022, Faye Wong was frozen by the Shenzhen Nanshan District People's Court to freeze 30%of the equity held by the Nanshan District People's Court of Shenzhen for three years.

Neptune Bio said that even if Faye Wong held 30%of the frozen Neptune Holdings, the 30%equity of the Haiwang Holdings was finally defeated and was forced to register to the name of Zhang Feng. Changes will not lead to the proportion of shares and voting rights that are directly held by the actual controller and their consistent actors.

However, this caused several questions.

Who is the plaintiff of Zhang Feng and Faye Wong? What is the motivation for prosecution? Why do you want to confirm the 30%Neptune Holdings held by Zhang Feng for Zhang Simin? If you have to give Zhang Feng, will there be the next action? What is the purpose of confirming the power to Zhang Feng? The prosecution that occurred in May and the shares made in June, why did it be delayed to the Shenzhen Stock Exchange and asked for an announcement?

A reporter from the Economic Observation Network interviewed the person in the office of the Neptune Biological Directors on the above questions. It did not answer or disclosed the relevant information in the inquiry letter of the Shenzhen Stock Exchange.

Shenzhen Stock Exchange Inquiry Letter

In fact, the Neptune Bio disclosed that Faye Wong Zhang Simin held 30%of the equity of Neptune Holdings by Judicial frozen by the Shenzhen Stock Exchange's inquiry letter.

On September 17, 2022, Neptune Biological responded to the inquiry letter of the Shenzhen Stock Exchange.

Neptune Bio said that recently received the "Inquiry Letter to Shenzhen Neptune Biological Engineering Co., Ltd." (inquiry letter [2022] No. 151) from the Shenzhen Haiwang Biological Engineering Co., Ltd. Relevant parties conduct a verification of the questions involved in the inquiry letter, and now give a response to the relevant issues.

The first question in the inquiry letter of the Shenzhen Stock Exchange was: On April 14, 2021, Mr. Zhang Feng transferred 30%of the Haiwang Holdings to Ms. Faye Wong, which led to the final holder of the company's 7.92%shares. The change occurred; on May 31, 2022, Faye Wong and Zhang Feng, as the defendant, made a civil ruling for the case of confirmation of invalid disputes in the contract; on June 24, 2022, 30%of the Northern Kings Holdings held by Ms. Faye Wong was freezing. The company is requested to verify the above matters, and self -examination explains whether the Neptune creatures know the relevant matters and perform the corresponding information disclosure obligations in a timely manner.

In order to answer this question, Neptune Bio gave the equity structure adjustment when the Haiwang Group's capital increase and expansion in 2013.

In September 2013, Zhang Simin, with Neptune Group, Shenzhen Sorel Technology Co., Ltd. (hereinafter referred to as "Sundel Technology"), Shenzhen Haiwang Health Chain Co., Ltd., Zhang Feng and Sundel Technology on Shenzhen Galaxia Investment Co., Ltd. (Later renamed "Neptune Holdings", hereinafter referred to as "Galaxy") Equity transfer agreement signed an equity transfer agreement. Relevant equity transfer procedures have been completed on the day.

After the equity transfer was completed, Zhang Simin held 70%of Galaxy, and Zhang Feng held 30%of Galaxy.

At the same time, Zhang Simin and Zhang Feng signed the "Equity Agreement Agreement", which stipulated that Zhang Feng held 30%of the equity of Galaxy for Zhang Simin. Zhang Simin directly holds 70%of Galaxy's equity, and is also an actual investor in Zhang Feng's 30%equity of Galaxy Tong, and enjoys all rights and obligations of Galaxy's 100%equity. The capital expansion and expansion of the Neptune Group did not end.

Zhang Simin also had an unanimous actor, that is, his wife Wang Jinsong, but the Neptune Biological Announcement did not point out the relationship between the two husbands and wives, but only mentioned that Wang Jinsong and Zhang Feng were the same active relationship with Zhang Simin.

As Zhang Simin's wife, Wang Jinsong made a promise: "Ms. Wang Jinsong promised to no longer enjoy the equity rights and interests of the Neptune Group, Neptune Bio and its subordinates since October 2014. All, without conditions to cooperate with the relevant equity change registration procedures. "

As his wife, Wang Jinsong gave up all the rights related to Neptune and Neptune Group; as a brother, Zhang Fengdi held 30%of the equity of Neptune Holdings.

Zhang Simin has the entire Neptune creature. In the Hurun Rich List, Zhang Simin and Wang Jinsong have been on the list for 20 consecutive years. In January 2022, the wealth of Zhang Simin and Wang Jinsong's couple on the Hurun Rich List was 9.5 billion yuan.

In September 2017, Galaxy was renamed Neptune Holdings.

In April 2021, Zhang Feng signed the "Equity Transfer Agreement" with Faye Wong in accordance with Zhang Simin's instructions to transfer 30%of the Haiwang Holdings held by Mr. Zhang Simin to Ms. Faye Wong. At the same time, Zhang Simin and Faye Wong signed the "Equity Agreement Agreement", which stipulated that Faye Wong held 30%of the equity of the Haiwang Holdings for Mr. Zhang Simin.

Faye Wong has followed Zhang Simin for many years. Since 2016, he has been the director of the Dong Office of Neptune Group. In 2021, he began to be the director of the Human Resources Department of the Neptune Group. In August 2022, according to the official website of the Neptune Group, Faye Wong's title added one to the vice president of Neptune Group.

In addition to holding 30%of the equity of Zhang Simin's Haiwang Holdings, Faye Wong is also Jilin City Haiwang Investment Co., Ltd., Shenzhen Haiwang Kangyang Industry Operation Co., Ltd., Guangxi Haiwang Health Pension Service Co., Ltd. Xinyuan Technology Co., Ltd. and other five companies such as five companies.

After the above matters disclosed the above matters, its stock price fell continuously, and it had fallen to 3.18 yuan on September 19, with a total market value of about 8.75 billion yuan.

His wife Wang Jinsong's commitment to abandon equity income, Zhang Feng was transferred to Faye Wong after holding the shares, and the shares were transferred to Faye Wong. Mowing

These series of questions constitute the "case in the case" of the equity of Zhang Simin, the equity of the Neptune's biological controller.

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