Follow-up to "Disappearance" of Super Zhuo Aviation in Recent 60 million: Suspected of Unauthorized Change of Use of Raised Funds Investigated, Self-Exposed Subsidiary's Internal Control Violations_Phoenix Net
DATE:  Nov 17 2023

on the evening of November 17, Chaozhuo hangke (688237.SH) made new progress in the matter of "missing" nearly 60 million yuan of fund-raising deposits. That night, the inquiry reply letter disclosed by Chaozhuo Aviation Branch showed that the subsidiary Shanghai Chaozhuo had incomplete information on the approval, use and registration process of the official seal and legal person seal, the use and custody of the bank's U-shield was out of the controllable scope of the company's personnel, and other irregularities, and the use, management and disclosure of raised funds were defective. Due to suspected unauthorized changes in the use of funds raised and other illegal acts, Chaozhuo Aviation Branch was investigated by the CSRC. At the same time, due to the deposit "missing" incident, the company and related responsible persons were Hubei Securities Regulatory Bureau issued a warning letter.

Suspected Unauthorized Change of Use of Raised Funds

According to the announcement, Chaozhuo Hangke received the notice of filing a case issued by the China Securities Regulatory Commission on November 17, and the China Securities Regulatory Commission decided to file a case against the company for suspected illegal acts such as changing the use of raised funds without authorization.

Chaozhuo Hangke said that at present, the company's various operations, management, business and financial conditions are normal. During the investigation, the company will actively cooperate with the relevant investigation work of the China Securities Regulatory Commission, and fulfill the obligation of information disclosure in a timely manner in strict accordance with the regulatory requirements.

the reason why Chaozhuohangke was investigated was that nearly 60 million of the company's fund-raising deposits "disappeared" at the beginning of this month was the fuse. On November 3, Chaozhuo Hangke disclosed an announcement stating that on March 30 this year, the company used temporarily idle raised funds of 60 million yuan through its wholly-owned subsidiary Shanghai Chaozhuo to deposit China Merchants Bank Co., Ltd. Nanjing Chengbei Sub-branch (hereinafter referred to as "China Merchants Bank Nanjing Chengbei Sub-branch") in order to realize deposit income. As of the announcement date, 59.95 million yuan has been transferred from the company account by Nanjing Chengbei Sub-branch of China Merchants Bank.

at that time, after self-examination and inquiry with China merchants bank, the company deposited the first fund of 60 million yuan to Nanjing chengbei branch of China merchants bank on March 30, 2023, of which 59.95 million yuan was transferred to the margin deposit account on the same day, with the starting date of March 30, 2023 and the maturity date of September 30, 2023. In addition, under the company's account of the bank, there are invoicing records of a total of 239.8 million yuan bank acceptance bills issued in the name of the company to Beikong (Jiangsu) Construction Project Management Co., Ltd. and Nanjing Longyuan Huineng Electric Power Technology Co., Ltd. The date of issue is March 29, 2023, and the maturity date of the bill is September 29, 2023. As of the announcement date, among the above-mentioned bank acceptance bills, the bank acceptance bills totaling 59.95 million yuan have been accepted (the acceptance date is March 30, 2023), the corresponding bill status is "bill has been settled", and the bill status of the remaining bank acceptance bills is "bill has been canceled". On October 7, 2023, 59.95 million yuan was drawn out of the company's account by China Merchants Bank Nanjing Chengbei Sub-branch. For the above operations, Super Aviation Branch said it had "no knowledge".

Company and related responsible persons were warned

On the same day when the case was filed for investigation, Hubei Securities Regulatory Bureau issued a decision on the supervision and warning of Chaozhuohang Branch and relevant responsible persons. The company in the disclosure of information, the responsible person in the performance of their duties, there are the following violations of the facts.

On March 30, 2023, Chaozhuo Hangke, through its wholly-owned subsidiary Shanghai Chaozhuo, deposited 60 million yuan of temporarily idle raised funds into China Merchants Bank Nanjing Chengbei Sub-branch, of which 59.95 million yuan was used as a deposit for the relevant bills without a resolution of the general meeting of shareholders.

on August 16, 2023, in the special report on the deposit and actual use of raised funds in the semi-annual 2023, Chaozhuo hangke disclosed that the raised funds of 60 million yuan actually deposited in Nanjing chengbei branch of China merchants bank were purchased as the structured deposit of 59.95 million yuan of Zheshang bank, which did not truly reflect the actual use of raised funds.

On October 7, 2023, the $59.95 million bill margin was transferred out of the Shanghai Chaozhuo account for bankers' acceptances. The above matters may cause significant losses to the company. It was not until November 4, 2023 that Chaozhuohang issued the "Risk Prompt Announcement on the Transfer of Certain Bank Deposits" to disclose the above situation.

In summary, the management and use of funds raised by Chaozhuohangke violated regulations, the information disclosure was not true, and the information disclosure was not timely. The above behaviors violated relevant regulations. Li Guangping, then chairman and chief financial officer of the company, as the main person in charge of the company, the first person in charge of information disclosure and the specific person in charge of financial matters, Li Yihan, then general manager of the company, as the specific person in charge of the company's operation and management matters, and Wang Shiwen, then Secretary of the board of directors of the company, failed to fulfill the obligation of diligence and responsibility, Violated the relevant regulations and their commitments.

In view of the above-mentioned violations and circumstances, in accordance with relevant regulations, the Hubei Securities Regulatory Bureau issued a regulatory warning to the company, the then chairman and chief financial officer Li Guangping, the then general manager Li Yihan, and the then board secretary Wang Shiwen.

the actual controller promised to advance the transferred funds

on the evening of November 17, Chaozhuo hangke replied to the inquiry letter issued by the Shanghai stock exchange to the company due to the missing deposit, and disclosed the deposit situation in detail.

Chaozhuohangke said that the company consulted a number of institutions on the income of capital preservation products, in order to buy capital preservation products that meet the income expectations. In the process, the head of the investment department of Chaozhuo Aviation Branch met Sun Mou, a deposit and financial middleman, through his friends. According to Sun, banks usually have a large demand for deposits at the end of the first quarter, and Sun also docked and maintained a number of banks that can provide higher-yielding deposit products, including China Merchants Bank Nanjing Chengbei Branch. The company decided to purchase the deposit bank's deposit wealth management products.

According to the consultation between Shanghai Chaozhuo and Sun, Sun promised Shanghai Chaozhuo an annualized interest rate of about 4% for the amount of the deposit, of which 1.55 per cent of the deposit interest was paid after the deposit matures. The Company and Shanghai Chaozhuo did not sign the relevant agreement with the depository bank and Sun on the interest rate of about 4%, and did not obtain written confirmation documents from Sun and the depository bank. Sun said that the relevant parties will transfer the amount corresponding to the promised floating part of the interest to Shanghai Chaozhuo account before the end of the first quarter.

Chaozhuohangke said that in view of the fact that the company learned that the interest rates of other banks' end-of-quarter deposit collection business in the same period were higher than the general market interest rates, and the interest rates promised by Sun Mou's deposit bank were slightly higher than the average. At the same time, after Shanghai Chaozhuo's deposit is remitted, if it does not receive the above-mentioned promised floating part of interest related payments, it can be raised at any time. Therefore, the Company did not question the authenticity of the deposit business and interest rate, nor did it further verify with the depository bank.

On March 29, Shanghai Chaozhuo Cashier handed over the U-Shield to other personnel and was out of his control in the process of handling relevant business at the depository bank. The public security organs are investigating and confirming the fact that the relevant acceptance bill has been issued, and the specific personnel to be handed over are yet to be confirmed by the public security organs.

after the self-examination of super zhuohang branch and the confirmation of the company's directors, supervisors, senior managers and actual controllers, there are irregularities such as incomplete registration information in the approval, use and registration process of Shanghai super zhuohang's official seal and legal person's seal. The custody and use of U-shield of Shanghai Chaozhuo Bank are out of the control of the company's personnel. In view of the above-mentioned irregularities, Shanghai Chaozhuo has carried out continuous rectification and standardization, strictly implementing the approval, use and registration processes of official seals and legal person seals. Strictly implement the management requirements of the bank's U-shield to avoid the situation that the U-shield is out of the control of the company's personnel.

Chaozhuohang Branch said that in view of the relevant cases are currently in the investigation stage, the company is temporarily unable to assess the estimated amount of losses. The company will continue to pay attention to the investigation progress of relevant authorities. Starting from the current balance sheet date, it will objectively and prudently estimate and accrue losses. It is estimated that the maximum risk exposure is to fully accrue the transferred funds of 59.95 million yuan. The accrual of this loss will affect the net profit performance in 2023, and will not affect the net profit performance after deduction in 2023.

In addition, Li Yihan, Li Guangping and Wang Chunxiao, the actual controllers of Chaozhuo Aviation Branch, have made a commitment to actively raise funds to advance the full amount of transferred funds. (Author Liu Fengru)

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