Gaosheng Holdings (000971): The Re Emergence Of The Actual Control Of The Board Of Directors Was Proposed To Recall.

The nine shareholders were in the Ping, Weng yuan, Xu Lei, Yuan Jianing, Wang Yu, Liu Fengqin, Fu Gangyi, Fang Yu and Li Wei, together holding 29.33% of Gaosheng holdings.

The four people who were proposed to recall were Wei Zhenyu, the actual controller of Gaosheng holding company, Li Yao as the chairman of the company, Zhang Yiwen as the chief financial officer and Secretarial Officer, and Sun Peng as the cousin of Wei Zhenyu, both of whom were members of the board of directors of the Wechsler family.

At present, the Wechsler family controls 27.94% of the shares through the blue tripod industry and Yu Chi Reed, which is slightly lower than the total shareholding ratio of the nine major shareholders.

If the relevant motion is submitted to the shareholders' meeting, it is more likely to pass.

Nine shareholders said in the proposal that Wei Zhenyu and his family, Li Yao, Zhang Yiwen, Sun Peng and others in the company's operation process, many times failed to fulfill the company's relevant approval procedures, without the approval of the board of directors, unauthorized use of company seal, contract and financial special seal, illegal and unauthorized representatives of the company signed external loan contracts, guarantee contracts, etc., for the actual controller Wei Zhenyu and its associated companies misappropriated huge amounts of funds of listed companies, illegal external guarantees, illegal loans.

For the above situation, the securities times e company has reported in detail, the Wei family is in financial difficulties, debt is entangled in litigation, and privately guaranteed by the Gaosheng holding company's external violation of more than 300 million yuan, and appropriated the funds of the listed company by 182 million yuan.

The regulatory authorities attach great importance to this. The SFC held a survey on Gaosheng holding company. The Hubei Securities Regulatory Commission warned the company and its controlling shareholders that the Shenzhen Stock Exchange should give disciplinary sanction to the company and its interested parties.

At present, Wei Zhenyu has already paid 182 million yuan of funds by way of mortgage related enterprise loan, and the balance of Gaosheng's illegal external guarantee has also declined.

Gaosheng Holdings has also planned to buy a 400 million yuan price to acquire 100% stake in the cloud data, and 100% stake in the Ke Yun real estate company, to acquire 5000 cabinet size data rooms in Jiangsu to fill the shortage of resources in East China, but announced the termination soon afterwards.

However, Peng Shunyi, deputy general manager appointed by Gaosheng holdings in early December, has the background of CLP Zhiyun, and is the chairman of the Changzhi long hi Chi Hui Private Equity Fund Management Co., Ltd.

Obviously, these efforts of the Wechsler family have not yet gained the understanding of other important shareholders.

The nine shareholders who proposed to remove the relevant personnel believed that the behaviors of Wei Zhenyu and Li Yao had seriously violated the relevant laws, regulations and normative documents such as the rules for the listing of shares on the Shenzhen stock exchange, the guidelines for the standardized operation of the main board of the stock exchange of Shenzhen Stock Exchange, and the provisions of the articles of association of Gaosheng holding company.

The proponents believe that in order to ensure the normal operation of the company and safeguard the legitimate rights and interests of the minority shareholders, immediate actions should be taken to mitigate the adverse effects on the company caused by the acts of the above-mentioned persons and to make corresponding adjustments to the board of directors of the company.

The proposer proposes to hold a temporary meeting of the board of directors of the company in the conference room on the 15 floor of No. 1 Ningbo Road, Huangpu District on January 27, 2019 at 14:00 p.m., to consider the motion to remove the chairman of the board of directors of Li Yao, to consider the motion to remove the four directors of Wei Zhenyu, Li Yao, Zhang Yiwen and Sun Peng, and to consider the motion to convene the first provisional shareholders' meeting in 2019.

Nine shareholders asked Li Yao, chairman of Gaosheng holding company, to issue a notice of the interim board meeting to the directors of the company before January 23, 2019, which contained the three motions mentioned in the proposal, and hosted the provisional board of directors in January 27, 2019.

If Li Yaowei issued a notice of the board of directors in accordance with the above requirements in January 23, 2019, the other directors of the company shall jointly elect a director as the convenor to give notice of the board of directors and preside over the company's provisional board in January 27, 2019.