原标题：庄园和牧场的实际控制权发生了变化：国有资本的表现能否被“扭转”？
概括
[Theactualcontrolofthemanorandranchhaschanged:canthestate-ownedassetshave”turnedthetide”whentheperformancehasdeclinedyearafteryear?ForthemanorranchthathasjustbeenintheA-sharemarketforjustoverthreeyearsMaHongfu’s”abduction”seemsverysuddenAfterthecompletionofthesharetransferGansuNongkenGroupwillbecomethecontrollingshareholderofthemanorranchwithatotalequityratioof2945%andtheGansuProvincialSASACwillreplaceMaHongfuastheactualcontrollerofthemanorranch(DailyEconomicNews)
◎For those who have landed in A shares in their early three yearsManor ranchIn terms of Ma Hongfu’s current “abdication” seems very sudden.
◎After the completion of this share transfer, Gansu Nongken Group will becomeManor ranchHoldingshareholder, The Gansu Provincial SASAC will replace Ma Hongfu asManor ranchofActual controlpeople.
On the evening of January 24,Manor ranch(002910, SZ) releasedannouncement, Saidthe companyChairman and controlling shareholder Ma Hongfu and natural person Hu Kaisheng signed the agreement with Gansu Nongken Group on January 22Equity transferAccording to the agreement, it is proposed to transfer 100% of the total shares of Lanzhou Manor Investment Co., Ltd. (hereinafter referred to as Manor Investment) to Gansu Nongken Group for a transaction price of 427 million yuan.
The reporter noticed that Gansu Nongken Group is the number one listed companyBig orderOne shareholder.If the transfer is successful, Gansu Nongken Group will again indirectly hold through manor investmentManor ranch13.22% of the shares becomeManor ranchThe controlling shareholder of Gansu Provincial SASAC will become the actual controller of the manor ranch.
However, because the transfer of actual control rights conflicted with Ma Hongfu’s previous promise in the prospectus that he would not lose his status as the controlling shareholder of the manor ranch, the company said it needed to requestGeneral meeting of shareholders, To exempt this related commitment.
On the afternoon of January 25, the reporter consulted the Manor Ranch as an investor on the above matters. An investor from the Investor Relations DepartmentjobsThe staff responded that Gansu Nongken Group’s admission was due to theindustryUpgrade considerations, but whether the transfer can be implemented still has to wait for the approval of the Gansu Provincial State-owned Assets Supervision and Administration Commission and the result of the exemption from the company’s shareholders meeting.
The actual controller’s departure violated the IPO promise
The reporter combed the company’s equity structure and learned that, as of now, Ma Hongfu has actually controlled 33.42% of the manor farm through direct shareholding in the manor ranch, as well as through manor investment and indirect shareholding in Gansu Fu Niu Investment Co., Ltd. (hereinafter referred to as Fu Niu Investment). Shares are the controlling shareholder and actual controller of the company.
It is worth noting that, as the transferee of this equity transfer, Gansu Nongken Group has joined hands with the company in December last year.According to the non-public offering plan disclosed by the manor ranch not long ago, Gansu Nongken GroupWholly-owned subsidiaryGansu Nongken Assets Management Co., Ltd. once subscribed for 37.93 million shares of the manor ranch for 333 million yuan, making it the company’s largest single shareholder with a 16.23% shareholding ratio.
This means that after the completion of this share transfer, Gansu Nongken Group will become the controlling shareholder of the manor ranch with a total equity ratio of 29.45%, and the Gansu Provincial SASAC will replace Ma Hongfu as the actual controller of the manor ranch.
But for the manor ranch that has just been in the A-share market for just over three years, Ma Hongfu’s current “abdication” seems very sudden. According to Ma Hongfu’s statement in the 2017 public offering of the Manor Ranch-as the controlling shareholder of the Manor Ranch, he intends to hold the shares of the Manor Ranch for a long time to ensure his controlling position in the Manor Ranch. After the lock-up period expires, it will only carry out limited reductions under the premise of “not losing its status as the controlling shareholder of the manor ranch” and “not violating the relevant commitments already made.”
Obviously, Ma Hongfu’s transfer of actual control rights has contradicted the aforementioned commitments. In this regard, Manor Ranch stated that this share transfer matter still needs to pass the review of the State Administration for Market Supervision and Administration on the concentration of operators, obtain the approval of the State-owned Assets Supervision and Administration Commission of the Gansu Provincial Government on the share transfer matter, and that the company’s shareholders meeting needs to review Ma Hongfu’s previous The promise to make an exemption.
The staff of the Investor Relations Department of Manor RanchIndustrial upgradingConsidering that, the resource advantage of Nongken Group is of great help to the company, but whether the transfer can be implemented still depends on the results of the centralized review of operators, the approval of the State-owned Assets Supervision and Administration Commission of the Gansu Provincial Government, and the results of the company’s shareholder meeting exemption.
PerformanceOn a downward trend
According to the manor ranch announcement, Gansu Nongken Group will use its own operation and management experience andIndustrial resourcesAdvantages to help the company’s development and enhance the company’s core competitiveness. But combing through the company’s financial reports in recent years, it can be found that its poor performance has been very prominent.
Between 2017 and 2019, the manor ranchOperating incomeAlthough showing an increasing trend,Net profitThey were 68 million yuan, 64 million yuan and 51 million yuan, showing a downward trend year after year. Affected by the epidemic, the company’s operating income was 201 million yuan in the first three quarters of 2020.Year-on-yearReduce by 13.2%;Net profitIt was 8.197 million yuan, a year-on-year decrease of 83.69%. In this regard, the company expects that its operating performance for the full year of 2020 will still decline year-on-year.
In addition, the Shenzhen Stock Exchange also reported on the company’s 2019 financial report in July last year.currencyfunds,GoodwillInquiries were issued on various financial data issues such as impairment. The manor ranch once stated that the company has a large working capital gap and a small current ratio and quick ratio, which will cause certain debt repayment pressure and financial risks.
Intriguingly, according to the criminal verdict of the People’s Court of Xigu District, Lanzhou City, Gansu Province, in order to obtainbankIn the short-term working capital loan business, the chairman of the manor ranch, Ma (Ma Hongfu), used the name of New Year’s greetings four times during the Spring Festival from 2015 to 2018 to develop agriculturebankYang Xiaoming, the former general manager of the business department of Gansu branch, offered cash bribes, totaling about 150,000RMB. In December 2019, Yang XiaomingBriberyHe was sentenced to 8 years in prison and fined 1 million yuan.
In this regard, Manor Ranch disclosed in July last year that during the entire process of the case, Ma Hongfu only accepted inquiries from relevant judicial authorities as a witness to cooperate with the investigation of the case. He has never taken any coercive measures or filed investigations by judicial authorities. Criminal record. There is no risk of personal and company being punished administratively or being held criminally responsible.
(Source: Daily Economic News)
(Editor in charge: DF380)
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