Changchun High-tech ic data map
On January 11, Changchun High-tech Industry (Group) Co., Ltd. (Changchun High-tech, 000661.sz) issued an indicative announcement regarding changes in shareholders' equity.
announced that it recently received a notice from Jin Lei, a shareholder holding more than 5% of the company's shares, and learned that Jin Lei and Wang Simian had completed the divorce procedures through agreement and made arrangements for the split of shares. According to the divorce agreement signed by both parties, Jin Lei plans to split the 30.0141 million shares of the company he holds, accounting for approximately 7.42% of the company's total shares, into Wang Simian's name. He previously held approximately 8.56% of the shares.
After this equity change, Mr. Jin Lei holds 4.6316 million shares of the company, accounting for approximately 1.14% of the company's total share capital, and is no longer a shareholder holding more than 5% of the company's shares; Wang Simian holds 3,001.41 shares of the company, accounting for approximately 1.14% of the company's total share capital. 7.42% of the total share capital, becoming a shareholder holding more than 5% of the company's shares.
comes from this announcement
Two shareholders and the general manager of a subsidiary are divorced, and the breakup fee is worth more than 4 billion yuan
Based on the closing price of Changchun High-tech on January 11, Changchun High-tech closed at 133.41 yuan per share, down 3.29%, and the total market value It is 54 billion yuan. Based on the stock price on that day, the divided shares are worth more than 4 billion yuan.
’s announcement stated that the above matters will lead to changes in the company’s shareholders’ equity, but will not lead to changes in the company’s actual controller, and will not involve changes in the company’s control rights.
After this equity change, Jin Lei and Wang Simian jointly promised that since the change in Changchun High-tech shareholders' equity due to the dissolution of their marriage, Jin Lei and Wang Simian will still act in concert and complete the non-transaction transfer of shares. Within 12 months of the formalities, they will not reduce their holdings of Changchun Hi-tech stocks in any way, including shares arising from the capitalization of capital reserves, distribution of stock dividends, allotments, additional issuances, etc. during the commitment period. During the above commitment period, if the promisee violates the above commitment and reduces its holdings of Changchun High-tech shares, all the proceeds from the reduction of the company's shares by the promisee will belong to the company, and the promisee will bear the legal liability arising therefrom.
It is reported that Changchun High-tech was founded in 1993 and listed on the Shenzhen Stock Exchange in 1996. It includes four companies: Kinsey Pharmaceuticals, Baike Biology, Huakang Pharmaceuticals, and High-tech Real Estate. Among them, growth hormone is the main business. Jinsey Pharmaceutical is its main source of revenue and profits, and Changchun High-tech is also known as "Hormone Mao".
According to Changchun High-tech's third quarter report last year, revenue in the first three quarters of 2023 was approximately 10.682 billion yuan, a year-on-year increase of 10.73%; net profit attributable to the parent company was approximately 3.612 billion yuan, a year-on-year increase of 4.27%. In the first three quarters, the subsidiary Kinsey Pharmaceuticals contributed the most to its performance, with revenue of 8.118 billion yuan, accounting for about 75% of the total revenue, and net profit attributable to the parent company of 3.524 billion yuan, accounting for about 97% of the total net profit attributable to the parent company.
Who is Jin Lei? According to Changchun High-tech's 2023 semi-annual report, Jin Lei is the second largest shareholder of Changchun High-tech, holding 8.56% of the shares. The major shareholder is Changchun Chaoda Investment Group Co., Ltd., a state-owned legal person, holding 18.84% of the shares.
comes from the 2023 semi-annual report
In addition, according to the official website of Jinsai Pharmaceutical, Jinsai Pharmaceutical was founded in 1997 and is a subsidiary of Changchun High-tech Industry (Group) Co., Ltd. Jin Lei is the general manager and chief scientist of Changchun Jinsai Pharmaceutical Co., Ltd. In 1994, he went to the United States to study and received a doctorate in medicinal chemistry from the University of California. After returning to China, he founded Changchun Jinsai Pharmaceutical. Jin Lei is the leader in domestic growth hormone research and development and the pioneer of long-acting recombinant human growth hormone. Under Jin Lei's leadership, Jinsai Pharmaceutical launched recombinant human growth hormone for injection and recombinant human growth hormone injection in 1998 and 2005 respectively. liquid, breaking the monopoly market situation of imported products. In 2014, Jin Lei led the team to develop and commercialize long-acting recombinant human growth hormone.
Previously, Jin Lei was criticized by the Shenzhen Stock Exchange for his actions that caused the company's stock price to plummet.
According to previous announcements, on September 12, 2020, Jin Lei, as the second largest shareholder of Changchun High-tech and the director and general manager of Changchun High-tech’s main subsidiary Jinsai Pharmaceutical, has not yet disclosed relevant performance estimates in the listed company and has not made any plans to reduce its holdings. In the case of pre-disclosure, remarks were made to some institutional investors about the operating performance of Kinsey Pharmaceuticals and personal plans to reduce Changchun High-tech stocks. The above remarks had a greater impact on the stock trading price of listed companies. The share price of Changchun High-tech in 2020 An intraday limit fell on September 14. The Shenzhen Stock Exchange gave Jin Lei a notice of criticism and will record it in the integrity files of listed companies and disclose it to the public.
This announcement also stated that, except for serving as a director of Changchun Jinsai Pharmaceutical Co., Ltd., the company’s holding subsidiary, Wang Simian did not hold any position in the company, nor did he participate in the company’s production, operation and management. This equity change has no substantial impact on the company's operations and management, and does not harm the interests of the listed company and other shareholders.
Divorce cases at sky-high prices have frequently appeared in A-shares, and the China Securities Regulatory Commission has strengthened the supervision of holding reductions.
In 2023, there have been many divorce cases at sky-high prices in the A-share market. Among them, A-share listed companies that announced the divorce of actual controllers or shareholders holding more than 5% of the shares include 360 (601360.sh), Kexin Technology (300565.sz), Zhuosheng Micro (300782.sz), and Tongcheng New Materials (603650 .sh), Fubon Technology (300387.sz), Huitian New Materials (300041.sz), Saiteng Technology (603283.sh), Bangyan Technology (688132.sh), Guoguang Technology (002749.sz), etc., all There are situations where company shareholders divide the company's equity due to divorce.
It is worth noting that the supervision on shareholding reduction is currently being further strengthened.
In July last year, the China Securities Regulatory Commission spoke out about the divorce and division of company shares held by shareholders of listed companies. The China Securities Regulatory Commission stated that share reduction is a basic right enjoyed by shareholders, but major shareholders of listed companies (i.e. controlling shareholders, shareholders holding more than 5% of the shares), directors, supervisors and senior executives, as the "key minority", are responsible for the company's business development and governance operations. They have special obligations and special responsibilities. They should effectively protect the interests of listed companies and small and medium-sized shareholders, consciously regulate the behavior of shareholding reduction, and must not circumvent restrictions on shareholding reduction through divorce, dissolution, liquidation, separation, etc. in any way. If major shareholders, directors, supervisors and senior executives allocate shares due to divorce, termination of a legal person (or unincorporated organization), company split, etc., all parties shall continue to jointly abide by the "Several Provisions on Reduction of Shareholdings by Shareholders, Directors, Supervisors and Senior Supervisors of Listed Companies" and "Listed Companies" "Regulations on the Management of the Company's Shares Held by Directors, Supervisors and Senior Management Personnel and Their Changes" and the relevant provisions on share reductions in the relevant business rules of the exchange. In the next step, the China Securities Regulatory Commission will urge the major shareholders, directors, supervisors and senior management of listed companies to strictly implement regulatory requirements, and those found to violate laws and regulations will be severely dealt with in accordance with laws and regulations.
On August 18 last year, the China Securities Regulatory Commission also released "Relevant responsible persons of the China Securities Regulatory Commission answered reporters' questions on activating the capital market and boosting investor confidence." In terms of shareholding reduction, the China Securities Regulatory Commission emphasized the need to improve the shareholding reduction system, strengthen supervision of illegal shareholding reductions and "detour" shareholding reductions, and severely punish illegal shareholding reductions. The China Securities Regulatory Commission stated that the Securities Law, Company Law and relevant regulatory rules have clear provisions on the shareholding period and sale quantity of major shareholders, directors, supervisors and senior executives. Major shareholders, directors, supervisors and senior management shall strictly abide by the regulations and shall not circumvent the restrictions on shareholding reduction in any way. Recently, the regulatory standards have been clarified for the reduction of holdings of major shareholders, directors, supervisors, and senior executives such as divorce, dissolution, and split, eliminating possible system loopholes.
In addition, on the evening of August 25 last year, the Shanghai and Shenzhen Stock Exchanges answered questions from investors regarding the application of the "Detailed Implementation Rules for Reduction of Shareholdings by Shareholders and Directors, Supervisors and Senior Management Personnel of Listed Companies", clarifying that the major shareholders were divorced, legal persons or illegal persons. If shares are distributed in the form of organizational termination, company split, etc., the parties that have transferred the shares and the parties that have received the shares shall merge and continue to share the shareholding reduction quota of the major shareholder. The Shanghai and Shenzhen Stock Exchanges stated that this move aims to further clarify the relevant requirements for major shareholders and directors, supervisors and senior executives of listed companies to reduce their holdings after allocating shares due to divorce, termination of legal persons or unincorporated organizations, company splits, etc., and to standardize the reduction of "key minority" maintain behavior.
