"Yunchuang Finance" article / Zhang Yan
Jiangsu Weikang Jiejing Medical Devices Co., Ltd. (hereinafter referred to as "Weikang Medical") is mainly engaged in the research and development, production and sales of disposable medical consumables, covering surgical care, breathing, anesthesia There are hundreds of specifications and models in the five series of , urology and puncture. The main products are medical polymer materials such as suction tubes, sputum suction tubes, nasal oxygen tubes, drainage bags (including anti-reflux drainage bags, precision drainage bags).
“Weikang Medical, which has entered the IPO three times, is still full of great uncertainties in this IPO journey. During the reporting period, Weikang Medical, as a medical device company, whether R&D investment is still one of the few R&D personnel, all of which have brought a lot of flaws to its GEM attribute, and the continuous and significant decline in operating income and net profit during the reporting period has directly declared its GEM requirements death in terms of growth.”
The GEM attribute may become the biggest obstacle
As a medical device company, Weikang Medical’s unbelievably meager R&D investment and a handful of R&D personnel during the reporting period are all its own. Breaking through the GEM for the first time has laid a huge hidden danger.
From 2019 to 2021, Weikang Medical’s research and development expenses were 7.9142 million yuan, 6.8119 million yuan, and 7.6052 million yuan, respectively, and the corresponding R&D expense rates were 3.02%, 2.69%, and 3.12%, while the average R&D expense rates of comparable companies in the same industry They are 3.92%, 4.16%, and 4.50% respectively. It is obvious that Weikang Medical’s R&D expense ratio is significantly lower than the average of comparable companies in the same industry. Whether Weikang Medical, a device company, is sufficiently innovative has cast a shadow.
But what is even more noteworthy is that as of December 31, 2021, Weikang Medical had only 20 R&D personnel, accounting for 3% of the total number of employees. It is rare, and at the same time, this situation has also aroused great doubts in the market about the status of Weikang Medical as a high-tech enterprise.
According to the " High-tech Enterprise Certification Management Measures", scientific and technological personnel engaged in high-tech product research and development should account for more than 10% of the total number of employees of the enterprise, and the 2021 annual report of Weikang Medical's parent company shows that its social insurance payment The number is 306. Even if these 20 are all R&D personnel of the parent company, the proportion is only 6.54%.
However, according to the prospectus, Weikang Medical obtained the high-tech enterprise qualification certification in 2015, and passed the high-tech enterprise review in 2018 and 2021 respectively, so the proportion of Weikang Medical’s R&D personnel in 2021 is obviously not How to pass the high-tech enterprise review if the standard is met? Obviously, Weikang Medical's status as a high-tech enterprise has serious problems.
In fact, Weikang Medical's shortcomings in research and development have had a very bad impact on its performance. From 2019 to 2021, Weikang Medical achieved operating income of 261.9233 million yuan, 253.5520 million yuan, and 244.0974 million yuan respectively, and the net profits attributable to the issuer's shareholders after deducting non-recurring gains and losses were 58.0154 million yuan and 46.5551 million yuan respectively RMB 48.1898 million. During the reporting period, Weikang Medical's operating income continued to decline, and its performance fell below the performance "red line" of 50 million yuan for two consecutive years after the decline in fluctuations. Weikang Medical not only The performance is weak, and there is no growth at all.
"Extremely low R&D investment and no growth performance often mean that the company's technology R&D capabilities are not high, strong substitutability, weak bargaining power, and lack of scarcity." Among the evidence of many Under the circumstances, Weikang Medical not only cannot prove that it has the growth potential that a company listed on the GEM should have, but also its boring R&D investment and specious high-tech enterprise status have made people wonder whether it meets the "three innovations and four innovations" new" requirements.
What needs to be added is that among the 6 core technologies of Weikang Medical, only the fully automatic parts assembly technology has obtained the invention patent and practicalNew patents, drainage bag welding technology obtained utility model patents, and the other four core technologies obtained patents are all " non-patented technology ", which was used by Weikang Medical to illustrate the core technology of its technology "gold content", then It may further intensify the questioning of the supervisory level whether it conforms to the "board nature" of the GEM.
Shlash capital reduction after capital increase for “land acquisition”
On July 8, 2014, Weikang Co., Ltd. held a shareholders’ meeting, and all shareholders agreed to reduce the registered capital. In September 2014, Weikang Co., Ltd. reduced its registered capital from 200 million yuan to 2000 million RMB 10,000, the ratio of capital reduction is as high as 90%, but behind this unusual capital reduction, there is a controversial "land acquisition" incident.
According to the Suqian City Land and Resources Bureau's "Notice on Further Improving the Service Work of Point Supply Project Land" (Su Guotu Zifa [2011] No. 90), the private investment project investment scale exceeds 800 million yuan, and the registered capital is not low Projects encouraged by the state and provinces, major projects in line with national industrial policies, and industrial land projects that can drive the adjustment of the local industrial structure with an amount of 200 million yuan and the accounted capital reaches more than 70% of the registered capital can apply for "point supply" of land, that is, Individually issue the agricultural land conversion plan indicators to qualified enterprises.
In order to obtain the land "point supply" index, the Management Committee of Shuyang Economic and Technological Development Zone provided a loan of 198 million yuan to two shareholders of Weikang Co., Ltd. on January 17, 2013 to invest in Weikang Co., Ltd., of which 180 million yuan was used for capital increase. Increase the registered capital of Weikang Co., Ltd. to 200 million yuan, and the remaining 18 million yuan will be used as shareholders' claims on Weikang Co., Ltd. On January 18, 2013, Weikang Co., Ltd., on behalf of Liu Chunliang and Liu Lijie, returned the above-mentioned 198 million yuan loan to the Management Committee of Shuyang Economic and Technological Development Zone, forming a creditor's right of 180 million yuan to Liu Chunliang and Liu Lijie. In September 2014, Weikang Co., Ltd. reduced its registered capital to 20 million yuan. After the capital reduction was completed, Liu Chunliang and Liu Lijie's debt of 180 million yuan to Weikang Co., Ltd. was offset.
In this regard, Weikang Medical provided a "Certificate" issued by the Market Supervision and Administration Bureau of Shuyang County in accordance with the usual practice, to prove that its capital increase and capital reduction actions are not major violations of laws and regulations.
However, are the above incidents really as the "Proof" said? According to Article 36 of the " Company Law ", after the company is established, shareholders are not allowed to withdraw their capital contributions. In this incident, the biggest point of controversy is whether Weikang Medical is suspected of violating the provisions of the "Company Law" on the withdrawal of capital contributions. In fact, in the "Certificate" issued by Shuyang County Market Supervision Administration The compliance of Weikang Medical’s withdrawal of capital contribution behavior is qualitative. That is to say, Weikang Medical still has the legal risk of being identified as ’s withdrawal of ’s capital contribution in the above incident. The market should also arouse vigilance.