The most popular listed companies are half way thr

2022-07-30
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The listed companies have no money to compensate nearly 40million shareholders of the new third board company after half of the acquisition. Release date: Source: China paper industry. Number of Views: 3445 copyright and disclaimer. Core tip: China Packaging News. After the equity change, all the money did not arrive, This is a negotiated acquisition between the former new third board company Yongbao environmental protection and the listed company Kerong environment. After the equity change, all the money did not arrive. This is a scene between the former new third board company Yongbao environmental protection and the listed company Kerong environment

not long ago, four shareholders of Yongbao environmental protection, who had transferred part of their equity to Kerong environment, filed a lawsuit, demanding that Kerong environment pay a penalty of 70million yuan and return the equity of Yongbao environmental protection

recently, both parties reached a settlement, and Kerong environment paid 39.7 million yuan to four shareholders

585million yuan was acquired by a listed company

yongbao environmental protection, which was listed on the new third board in December 2015, mainly provides paid disposal services for hazardous wastes, and comprehensively utilizes and sells hazardous waste resource products

on May 26, 2017, Yongbao environmental protection terminated its listing on the new third board due to the "need for adjustment of operation and development strategy". After being listed for one and a half years, the company did not make any transaction or issue additional shares, and there were only four shareholders

tianyancha information shows that within one week after delisting, Yongbao environmental protection was changed from a limited liability company to a limited liability company

until june29,2017, the listed company Kerong environment announced that it planned to use its own funds to acquire 100% equity of Yongbao environmental protection held by four shareholders, including wangguiyu and wangjingyu

this transaction was conducted in two times. The first transaction was 70% of the equity of Yongbao environmental protection, and the remaining 30% of the equity was traded in 2019

according to the appraisal report, the appraisal value of the 100% equity of Yongbao environmental protection is 585million yuan, and the price of 70% equity in the initial transaction is 385million yuan

according to the agreement, within 5 working days after the completion of the industrial and commercial change procedures for the transfer of 70% of the equity of Yongbao environmental protection, sci-tech financial environment shall pay 50% of the transaction consideration; Pay 30% of the transaction consideration within 30 days from the date of issuing the 2017 annual audit report of Everbright environmental protection; The remaining transaction consideration shall be paid within 30 days from the date of issuance of the 2018 audit report

the four shareholders of Yongbao environmental protection promised that the net profit of Yongbao environmental protection in 2017 and 2018 after non deduction will not be less than 45million yuan and 55million yuan respectively

Yongbao environmental protection has a simple equity structure, and the acquisition is progressing very smoothly

on July 28, 2017, the 70% equity transfer procedures and relevant industrial and commercial registration of Yongbao environmental protection had been completed. Kerong environment holds 70% of the equity of Yongbao environmental protection, and Yongbao environmental protection has become its holding subsidiary

according to Kerong environment, the acquisition is to give better play to industrial synergy, deepen the field of solid waste environmental protection, enrich the diversity of environmental protection business and improve the profitability of the company

the money has not been paid off, and a lawsuit has been filed.

after the completion of the transfer of 70% of the equity of Yongbao environmental protection, the transaction funds of Kerong environment have not been fully paid off

on August 10 this year, Kerong environmental announcement received two subpoenas and relevant legal documents from the court to make the operation stable, and three natural person shareholders of Yongbao environmental protection filed a lawsuit with the court

the first subpoena claim is to require Keyong environment to immediately pay 39.77 million yuan for the first phase of equity transfer to the three shareholders of Yongbao environmental protection, and pay liquidated damages, attorney fees, and bear legal costs

the second subpoena requires Keyong environment to immediately pay 94.11 million yuan for the second phase of equity transfer, pay liquidated damages, attorney fees and bear legal costs

it turned out that after the shareholders of Evercare environmental protection completed the equity transfer, the loading could be stopped by pressing the test piece into a drum shape, and the environment did not pay the corresponding amount in time

on October 10, 2017, Kerong environment issued a letter of commitment to the shareholders of Yongbao environmental protection, promising to pay the shareholders of Yongbao environmental protection 3.192 million yuan of interest, legal fees, etc. incurred before October 10, 2017

on December 28, 2017, the two sides signed a "supplementary agreement", which made it clear that the first phase of equity transfer payment owed by Keyong environment was 130.5 million yuan, plus the amount promised in the aforementioned "letter of commitment", a total of 133.69 million yuan

after the signing of the "supplementary agreement", Keyong environment successively paid three payments totaling 67.49 million yuan, and then delivered a commercial acceptance bill totaling 25.43 million yuan. The cumulative payment was 93.92 million yuan, and 39.77 million yuan was still in arrears

the first installment has not been paid, and the second installment should be paid again. On April 23 this year, after the issuance of the 2017 annual audit report of Yongbao environmental protection, the performance met the requirements

according to the agreement, the scientific and financial environment should pay 30% of the transaction consideration of 385million yuan, that is, 115.5 million yuan. After deducting the corresponding taxes, the scientific and financial environment should pay about 94.11 million yuan, but the scientific and financial environment has not paid any money

perhaps in consideration of the payment capacity of Kerong environment, the four shareholders of Yongbao environmental protection changed their claims later. It is required to terminate the asset purchase agreement signed by both parties, require Keyong environment to return 70% of the equity of Yongbao environmental protection, pay 77million yuan of liquidated damages and 3million yuan of lawyer fees

obviously, the shareholders of Evercare environmental protection are not going to sell

compensation of 39.7 million yuan was paid

on September 7, 2018, after mediation presided over by Changzhou intermediate people's Court of Jiangsu Province, Kerong environment and four shareholders of Yongbao environmental protection reached a settlement agreement

four shareholders of Kerong environment and Yongbao environmental protection rescinded the asset purchase agreement signed on july10,2017; Kerong environment returned 70% of the equity of Yongbao environmental protection to the four shareholders of Yongbao environmental protection

the four shareholders of Yongbao Environmental Protection returned the equity transfer fund of 127million yuan to Kerong environment, Kerong environment paid to four shareholders of Yongbao environmental protection "39.7 million yuan of compensation.

on September 11, Keyong environment issued an announcement to terminate the acquisition of the software, but the data came from the load sensor, beam displacement sensor and extension meter. It said that due to the tight cash flow of the company and the failure to pay the acquisition price in time, the company and the shareholders of Yongbao environmental protection had entered the litigation stage. In order to improve the cash flow of the company and prevent the expansion of losses, the board of directors proposed to terminate the acquisition.

In the past, there were many cases of listed companies terminating the acquisition of new third board companies, but most of them terminated before the acquisition for various reasons. This is the first case where the company actually terminates after the change of equity

the compensation of 39.7 million yuan is not a small amount for the scientific and financial environment where cash flow is already very tight

in 2016 and 2017, the net profit of Kerong environment after deducting non-profit was in a loss state, with a total loss of more than 200million yuan in two years. The net profit of the company after deducting non-profit in 2014 and 2015, which were profitable before, was only more than RMB 40million

for the four shareholders of Evercare environmental protection, 39.7 million yuan is not a small amount of income

before the delisting of Evercare environmental protection, the net profit after non deduction in 2016 was 29.89 million yuan, while from 2013 to 2015, the company's total non deduction net profit was less than 10million yuan

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