Help! Regarding the problem of Dongyang Garden stock withdrawal, there should be many friends in Zhejiang who have encountered this problem. How did everyone solve it?

I bought the internal employee shares of Huayuan Group for 1.5 yuan 10 years ago, but I didn’t get any shares when they were listed today. what to do?

Exclusive reveal of Garden Bio’s bizarre IPO: sudden mudslide in employee stocks

Source: Financial Weekly Release Time: 2010-9-25 11:42:47

" The issues mentioned by other media are superficial, but you must not report on this issue."

On September 15th, on the 16th floor of the Garden Building, Huayuan Industrial Zone, Dongyang City, Zhejiang Province, Huayuan Bio-Tech Co., Ltd. (Part 2) Shao Qinxiang, Party Secretary, Chairman and President of Huayuan Biology, told the Financial Weekly reporter in a strong tone.

The card he handed over also had the title "Dongyang City ** Senior Economist" printed on it. Recently he has been very popular in Garden Village.

On August 31, the IPO of Zhejiang Huayuan Biotech Co., Ltd., a subsidiary of Huayuan Group controlled by Shao, was approved.

Originally it was just an ordinary company among many GEM companies, but following a complaint call, Financial Weekly discovered the "secrets" that Huayuan Hi-Tech had not disclosed.

On the morning of September 14, an unnamed person called Financial Weekly and said: "Many employee original shareholders who hold Huayuan shares have been excluded from the listing."

< p> The historical issues of employee stock ownership meetings and their cleanup have always been the most stringent and standardized level in IPO review, but Huayuan Bio's 422-page prospectus does not mention this at all.

“We were left behind”

Garden Bio, a company specializing in vitamin D3, is an imaginative company.

If calculated based on the GEM price-earnings ratio of 60 times, the diluted earnings per share of Garden Bio in 2009 was 1.01 yuan per share, and the listing price was about 60 yuan. The actual controller, the Shao Qinxiang family, directly and indirectly held shares of 49.31%. Through the listing of Huayuan Bio, the wealth will reach approximately 2.7 billion yuan.

In fact, Dongyang’s local calculation of its wealth is a little more, at 2.8 billion. "Their family has more than 2 billion, but we were left behind." The above-mentioned person said. "We are all employee shareholders of Huayuan. We originally raised funds from the public and said we were going to develop Vitamin D3, and we all had equity certificates. However, we didn't know until after the meeting that Huayuan Bio was listed, but it seemed to have nothing to do with us."

The prospectus of Huayuan Hi-Tech shows that Xiangyun Technology holds 50.57% of the total pre-issuance share capital of Huayuan Biotech and is the company’s controlling shareholder. Huayuan Industry and Trade Group Co., Ltd. controlled by Shao Qinxiang holds 86.63% of the shares of Xiangyun Technology, while Shao Qinxiang’s daughter Shao Junfang holds 5.51% of the shares of Huayuan Bio.

In short, Huayuan Biotech is a subsidiary company of Huayuan Group. However, Financial Weekly could not find any mention of the association or employee stock ownership association in the 422-page prospectus of Garden Bio.

Then, three questions emerge: Do employee shareholders exist? If employee stock ownership exists, which "garden" shares do they hold? Where do the funds raised by employee shareholders go?

To this end, Financial Weekly went to Dongyang, Zhejiang.

Employee stock ownership does exist

In a local taxi in Dongyang, the driver told reporters: "There are only two things in Dongyang, one is Huayuan Group and the other is Hengdian Film and Television City."

Garden Technology is just the tip of the iceberg of the many industries of Shaw Family Garden Group. According to its prospectus, there are five direct subsidiaries of Huayuan Group: Xiangyun Technology, Huayuan Technical School, Huayuan Holdings, Huayuan Kindergarten, and Huayuan Tourism. Among them, Xiangyun Technology is the largest shareholder of Huayuan Bio, accounting for 50.57% of the shares.

Under these first-level subsidiaries, there are a total of 14 second-level companies and a total of 11 third-level subsidiaries. Huayuan Group's huge industrial chain involves biology, pharmaceuticals, clothing, ham, hotels, real estate, commerce, copper, timber, tourism and many other fields.

The reporter met several "shareholders" of this type in Dongyang, and they all showed their shareholder certificates to the reporter. A shareholder, Mr. Chen, showed reporters the words "Huayuan Industry and Trade Group Co., Ltd. Employee Stock Ownership Association" and "Equity Certificate" on the cover of the share certificate of the Huayuan Group he purchased in 2000. The amount on the inner page was 10,000. Yuan, equivalent to 10,000 shares.

The seal of the stock holding association is completely consistent with the "Employee Stock Ownership Association of Garden Industry and Trade Group Co., Ltd." Among the dividend records are dividend records from 2000 to 2009. Moreover, they are all signed by Shao Qinxiang, chairman of Garden Biotechnology.

In other words, according to the shareholder certificate, they hold the shares of Huayuan Industry and Trade Group, the controlling shareholder of Huayuan Biotechnology, a company to be listed.

In the office on the 16th floor of the Garden Building in the Garden Industrial Zone in Dongyang City, Shao Qinxiang, chairman of the Garden Group, admitted that employee stockholding does exist.

Shao Qinxiang also showed his share certificate of the "Huayuan Industry and Trade Group Co., Ltd. Employee Stock Ownership Association" and said: "These stocks are not participating in the listing. They misunderstood."

Shao Qinxiang said: “What they hold is the equity of a union stock-holding association under the Huayuan Group, which is not equal to the equity of Huayuan Bio. The legal entity of the stocks they hold is the Huayuan Group’s labor union, which does not represent the Huayuan Group, let alone Huayuan Bio. I can’t just decide which one is listed on the market.” After saying this, Shao Qinxiang showed reporters the relevant information on the Huayuan Group’s labor union, but he browsed through it very quickly and refused to allow reporters to take photos.

"And the employee stock ownership meeting is a product of history. At that time, almost all companies in Zhejiang had employee stock ownership meetings, but documents issued by the authorities stipulated that employee stock ownership after 2000 could not be included in legal person shares." Shao Qinxiang added.

"After 2000, trade unions cannot become legal entities, but the equity of employees or trade union stockholding associations must be liquidated, either transferred or legalized." said a domestic investment banker. . "Especially for the GEM, the China Securities Regulatory Commission is very strict in this area, which often involves the original sin issue of private enterprises. Theoretically, the union's shareholding means holding shares of the Garden Group, that is, the indirect shareholders of the listed company, and it has not been cleared up until now. , and did not disclose that there must be problems with the IPO of Garden Bio."

Why avoid talking about it?

Regarding private financing, serious differences occurred between social shareholders and the Garden Group.

Mr. Chen (pseudonym) told reporters: "We all bought the Garden Group in 2000 when it was privately financing, and it cost one yuan per share. At that time, they did say that they were financing to make vitamin D3. The project will also be listed in the future. ”

Due to the strong popularity of private equity investment in Dongyang area, another shareholder, Ms. Lin (pseudonym), said that she bought these equity shares “through a trust relationship. of". According to her, "In 2000, Huayuan Group was relatively short of funds. At that time, it was said that Huayuan Group had a high-tech vitamin D3 that was very promising, and the company also said that it would be listed in the future, so everyone was very enthusiastic to buy it. . Every year when we go to collect dividends, we always ask when we can go public.”

What made Mr. Chen angry was that when he went to collect the 2009 stock dividends, the staff of the Garden Group gave him a question. The answer was: "Read the newspaper for yourselves." Before, the answers were basically "still running", "not yet" and the like.

Later, Mr. Chen discovered: "In our local Dongyang area, there is no news about the listing of garden creatures at all. The information on Baidu Tieba online has also been completely deleted and blocked. I only found out by chance. Garden Bio is about to go public. And some of the news about Garden Group on the Internet are invalid links."

"There is no written agreement that we will go public and the funds raised will be invested in the vitamin D3 project." But Shao Qinxiang. Denied the claims of private shareholders, "It's all rumors spread by employees and the public. We have so many employees, so we can say anything, but the company has never made such publicity or commitment."

However, investment bankers believe that "no matter what, it cannot be denied that these shareholding employees should theoretically be regarded as indirect shareholders of listed companies."

Why does Garden Bio bypass social shareholders?

How much private financing did Garden Group use? A shareholder told reporters: "The first batch of financing was 40 million shares, and I bought them in the first batch. Later, they continued to raise funds, which may reach hundreds of millions."

Mr. Shao Qinxiang A document shown to reporters showed that the initial financing amount approved was 60 million. "We only issued 30 million."

How many shareholders do Garden Group have? This question cannot be answered at present. However, people familiar with the matter said that because there are too many private shares held by Huayuan Group, and there are always expectations of the overall listing of Huayuan Group, there has been a situation of underground speculation.

It said that there are many shareholders in Dongyang, Yiwu and Jinhua, and people come to buy them at high prices every year. "Some of them paid five or six yuan per share. We bought it for one yuan. We are still not convinced. Those who bought it will definitely be even less willing." This is the reason why Garden Group has not been able to liquidate its equity.

"Huayuan Group may have great difficulty with this issue and simply go around it." An investment banker in Beijing believes that "the dispersion of private equity is a big obstacle to sponsoring listings. The famous Jiannanchun It’s a typical example.”

The elimination of employee shares is mainly due to the relevant provisions of the Company Law and Securities Law, which require that the number of promoter shareholders of a joint-stock company must be less than 200. Shareholders here include direct and indirect shareholders at all levels.

Another private shareholder said that the Garden Group had previously planned to be listed as a whole, and investment banks had also intervened, but it later failed. This reason cannot be ruled out. Industry insiders analyze that this may be one of the reasons why Garden Group finally chose to divest its biological assets and go public.

As early as 2000, in order to prevent IPO corruption and other reasons, the China Securities Regulatory Commission issued a "reply letter" to the issue of employee stock ownership associations' shareholdings, holding that the employee stock ownership associations did not have legal personality and should not Become a shareholder of a listed company; and a trade union becoming a shareholder is contrary to the purpose of the trade union, so the review and approval of employee stock ownership meetings and issuance applications of companies where the trade union is a sponsor or shareholder is stopped.

This is consistent with what Mr. Shao Qinxiang said: "After 2000, employee stock ownership cannot be included in the legal person shares of listed companies." However, even if it is an indirect shareholding, or the shareholder has an employee stock ownership meeting, according to the above professional The opinions of people must also be sorted out and disclosed.

How to solve the problem?

According to union shareholders, the main income in these years has been annual dividends. There are two types of dividends, one is a dividend of 1,000 yuan for every 10,000 shares, and the Garden Group withholds 200 yuan in income tax, and shareholders receive 800 yuan for every 10,000 shares; the other is a dividend of 1,000 yuan for every 10,000 shares, with no tax withheld.

Undoubtedly, the gap between this and the added value of listing is too big.

Garden Group said it is already considering solving this problem. Shao Qinxiang said: "The main reason is that they have also invested in our Garden Group. Now that we have grown as a whole, we are also willing to solve the problem out of morality or thanks to their investment, so we put forward two plans, one is for each One way to repurchase shares is to wait for one year after the listing. At that time, the shares may be given to them through the transfer of shares by major shareholders or through private placement. "

At the same time, he also repeatedly emphasized: " Through legal means, we can repurchase it for one dollar. We pay 10% dividends every year. In addition, we are now willing to repurchase it for three dollars, which means that the original one dollar has become four dollars now, and the investment income can also be achieved. ”

But these two plans are already difficult to be accepted by shareholders. The flaw of the former plan is that the price is too low. As for the latter plan, some private shareholders believe that "it is uncertain what will happen in the future."

The above-mentioned investment banker's suggestion is, "I I think these social shareholders should go to the China Securities Regulatory Commission to report.

”