As early as March 2020, Shanghai Banking Insurance Regulatory Bureau had ordered Anxin Trust to rectify five illegal facts and imposed a fine of 6,543,800 yuan. As many as 3 1 illegal items were announced afterwards. At present, Anxin Trust has transferred more than 90% of the beneficial rights of natural person investors' trust, and the risk disposal and restructuring are still in progress.
Guarantee commitment exposes credit and internal control problems.
According to the disclosure of Shanghai Stock Exchange on June 10, the illegal acts of Essence Trust and its related parties mainly include failure to disclose the promise of providing large amount of guarantee in time, major defects in the company's internal control, untimely disclosure of major litigation matters and asset restrictions, and inaccurate disclosure of information in the 20 18 annual report.
It can be seen from many financial reports issued by Anxin Trust since 20 19 that the company has signed a trust beneficial right transfer agreement 1030 10 with some third parties or issued a framework cooperation agreement to provide guarantee commitments.
As of June 65438+February 3, 2020, the balance of stock guarantee commitments of Essence Trust totaled 75.276 billion yuan, accounting for 986.45% of the audited net assets at the end of 20 19. 50 lawsuits caused by reasons such as guarantee commitment, involving the principal184438+0 million yuan.
As early as March 2020, Shanghai Banking Insurance Regulatory Bureau had ordered Anxin Trust to rectify five illegal facts and imposed a fine of 6,543,800 yuan. In June of the same year, 3 1 corresponding illegal projects were announced. In terms of time, relevant violations mainly occurred from 20 16 to 20 19, and some guarantee commitments were issued from July 20 16 to April 20 18.
The Shanghai Stock Exchange pointed out that Anxin Trust provided a large amount of guarantee and failed to fulfill its information disclosure obligations in time. At the latest, only the annual reports of 20 19 and 2020 and related litigation announcements were disclosed, and the disclosure of relevant information was seriously lagging behind. The company failed to establish and improve an effective internal control mechanism and effectively implement the contract seal approval process, resulting in the failure to find the above-mentioned large-sum guarantee in time and major defects in relevant internal control.
The announcement of Anxin Trust shows that since 20021,under the guidance of relevant departments, the company has reached a settlement with a large number of guarantee commitment holders. As of April 30 this year, most of the guarantee commitments have been eliminated, and the balance of guarantee commitments is 2.007 billion yuan. Prior to this, Anxin Trust had been issued with reservations by audit institutions for two consecutive years because of providing guarantee commitments and other matters. According to the Measures for the Administration of Securities Issuance, the premise of non-public offering of shares is to eliminate the significant influence of audit reservations, which once became an important obstacle to the reorganization of Essence Trust.
Major litigation, restricted assets, financial report information disclosure violations
According to the penalty documents, from March 20 19 to February 20 12, there were 33 lawsuits, involving an amount of about114.56 million yuan, accounting for 95.37% of the company's latest audited net assets. Among them, as of May 28th, 20 19, the accumulated amount involved in the case of the company 12 months reached128.3 billion yuan, accounting for 10.68% of the latest audited net assets, which reached the disclosure standard for the first time.
However, it was not until 20 19 in April 22, April 30, July, 16 in October and 17 and 18 in February 2020 that Anxin Trust disclosed it separately.
In addition, from June 5438 to July 2020, there were 38 lawsuits involving an amount of about 8.379 billion yuan, accounting for 109.82% of the company's latest audited net assets. Among them, as of June 65438+1October 65438+March 2020, it reached the disclosure standard for the first time. However, Anxin Trust did not disclose it until June 23, 2008 and July 23, 2008. From March 2020 to April 3, 20021,there were 27 lawsuits involving an amount of about 7.425 billion yuan, which were not disclosed in time after meeting the information disclosure standards.
In addition to litigation, some limited assets of Anxin Trust were also disclosed in a timely and incomplete manner. As of April 30, 2020, the book value of the company's pledged assets was 4.4 billion yuan, and the book value of its frozen assets was 5.7 billion yuan, totaling restricted assets10/.21billion yuan, accounting for 48.6% of the company's latest audited total assets and132.63 of its audited net assets. However, Anxin Trust was only disclosed in the 20 19 annual report disclosed on April 30, 2020. At the end of the reporting period, the ownership or use right of assets with a book value of 9.62 billion yuan was restricted. It was not until May 15, 2020 that the freezing of self-inspection assets pledge was disclosed in the form of a temporary announcement.
In addition, the 20 18 annual report of Anxin Trust also contains accounting errors caused by "negligence", which understates the operating income10.55 million yuan. Anxin issued an accounting error correction announcement on May 1 2065438, which mentioned that the company wrongly classified its shares in Yinji Media as "financial assets measured at fair value through profit or loss" during the preparation of the financial statements for 20 18, and the corresponding changes in fair value of-155 million yuan were wrongly included in "fair value". The error is displayed as follows
Among the illegal facts previously disclosed by the Shanghai Banking Insurance Regulatory Bureau, except for the letter of guarantee, Anxin Trust illegally misappropriated the trust property of some trust projects for non-trust purposes from 20 16 to 20 19; 20 18 to 20 19, some trust plan risks were not fully revealed; During the period from 20 16 to 20 19, businesses with the characteristics of shadow banking, such as non-standardized wealth management fund pool, were illegally carried out. From 20 16 to 20 19, some trust projects of Anxin Trust did not disclose information truthfully, accurately and completely.
Shareholders and executives were punished, and executives opposed Gao Tianguo.
In view of the above illegal facts, the Shanghai Banking Insurance Regulatory Bureau once imposed an administrative penalty on Yang Xiaobo, then president of Essence Trust, and banned him from serving as a director and senior manager of banking financial institutions for life.
Judging from the punishment of the Shanghai Stock Exchange, based on the above illegal facts, the responsible persons are not included, but also the then chairman, then chairman and president, then president Wang, then accounting director Zhao Baoying, then chief financial officer Zhuang Haiyan, then secretary of the board of directors Wu, Tao Jinyu, and so on. Among them, Zhuang Haiyan was warned by the supervision, Zhao Baoying, Wu, Tao Jinyu and Wang.
Informed criticism was punished, and Anxin Trust and other personnel were publicly condemned, and it was determined that Wang Shaoqin and Shao Mingan were not suitable to serve as directors, supervisors and senior managers of listed companies within five years.
In addition, the controlling shareholder Shanghai Guozhijie Investment Development Co., Ltd. (hereinafter referred to as "Guozhijie") violated the principle of good faith, used its controlling position to infringe on the company's interests, and caused major business risks to the company, and was mainly responsible for the violations related to the company's large-sum guarantee commitments, and was also publicly condemned.
While emphasizing that the guarantee business is only known by individual senior managers and managers, and has not passed the internal control examination and approval system of the company, other relevant responsible persons directly point the root of the problem to Gao Tianguo, the national hero and actual controller, saying that the decision of the board of directors on whether to disclose relevant information is entirely under the control of Gao Tianguo, which is Gao Tianguo's business policy with internal control defects, such as large-sum guarantee. They have no ability to refuse to implement it, and they have no right to decide whether to make it public.
Guo Zhijie said that the signing of the guarantee letter of commitment by Anxin Trust is the company's own business behavior and has nothing to do with it. Guo Zhijie did not participate in the relevant negotiation and signing process, nor was he the responsible subject of relevant information disclosure.
However, the Shanghai Stock Exchange found out that according to the summary of the acquisition report disclosed by Essence Trust on July 28th, 20021and the opinions of the Board of Directors on measures to eliminate some operational risks, the company issued a guarantee because Guo Zhijie and the actual controller Gao Tianguo were deeply involved in the company's operation and management, which was suspected of violating laws and regulations and improper operation. Gao Tianguo made a decision and formulated a large-sum guarantee business policy.
In the end, the Shanghai Stock Exchange determined that Guo Zhijie was mainly responsible for the first violation, but did not determine that he was responsible for other information disclosure violations of the company. In addition, considering that the actual controller Gao Tianguo has died of illness, the disciplinary proceedings against him have been terminated.
At present, Essence Trust is still promoting risk disposal and restructuring. According to the previously disclosed reorganization plan, after the non-public offering of shares, Shanghai Di 'an will become the controlling shareholder of Anxin Trust, with a shareholding ratio of 44.44%, and Guo Jiajie's shareholding ratio will be reduced from 52.44% to 29. 13%, and the actual controller will be changed from Gao Tianguo to no actual controller. In April this year, the fixed-income plan was approved.
According to the 20021annual report, the audit institution issued a standard unqualified opinion on the financial report of Anxin Trust. On April 29th, the company submitted an application to the Shanghai Stock Exchange to cancel other risk warnings on the grounds that it met the basic requirements for canceling other risk warnings. However, on May 28th, the company withdrew the application on the grounds of more fully protecting the interests of investors and more fully revealing the risks related to subsequent uncertainties.
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