Jiangsu Three Friends And Workers Shares Retreated In A Low Price.
However, recent investigations revealed that company The news of concealment is more than one. Shareholder Nantong friendship Industrial Company (hereinafter referred to as friendship Industrial) also has Invisible Employee Stock Ownership Association, which will account for 29.78% of the equity interest of Nantong friendship industry, and if converted to Jiangsu Sanyou's shares, it will be as high as 17 million 757 thousand shares. And during our reporter's interview, there was a rather mysterious "retreat game" around these shares.
"Employee Stock Ownership Association" is invisible
Jiangsu Textile Industry Association (hereinafter referred to as the Associated Press), which has long been the actual controller of the three friends of Nantong, does not own any shares of the friendship company of the three friends of Jiangsu, but the three friends of Jiangsu never disclose the information.
The prospectus of Jiangsu Sanyou shows that the union owns 82.9% of friendship industry. As early as June 3, 2004, the association signed the agreement on equity transfer of Nantong friendship Industrial Co., Ltd. with 9 people including Zhang Pu, Chang Xiaogang and Xie Jinhua. The 53.125% stake in the friendship industry held by the association was transferred to 9 people including Zhang Pu, Chang Xiaogang and Xie Jinhua. After the two sides signed the agreement, the friendship industry completed the registration of industrial and commercial change in May 19, 2006. After the completion of the change, the actual controller of friendship industry became Zhang Pu, whose shares were 30%, and the shares held by the Association changed to 29.775%. Thus, the actual controllers of the three friends of Jiangsu became the natural person Zhang Pu from the associated press, that is to say, Zhang Pu, the chairman of Jiangsu three friends, was the actual controlling shareholder of the company as early as 6 years ago. This is what happened last year in Jiangsu. Later, the Shenzhen Stock Exchange publicly condemned the three friends of Jiangsu.
However, after the above transfer, the 29.775% friendship industrial shares held by the association were not owned by the associated press. The real owner is the Nantong friendship Industrial Union (ESOP).
Speaking of the trade union, it should also be traced back to the period when the friendship industrial restructuring was established. The predecessor of friendship industry is Nantong friendship garment factory. This reporter obtained the Nantong Municipal People's Government General Administration (2001) 22 document and the "capital verification note" document pointed out that "Nantong Municipal People's government agreed that Nantong friendship clothing factory through the sale of some assets to attract employees to invest, the implementation of incremental expansion, restructuring into a public company." Other employees of the company invested 38 million 117 thousand yuan, taking the trade union of Nantong friendship clothing factory as the main body of investment, accounting for 29.8% of the registered capital.
When interviewed on the spot in Nantong, three friends from Jiangsu (formerly Nantong friendship industrial workers) told the newspaper reporters that they were required to invest in shares in a way similar to fundraising. They had signed a detailed agreement, which specified the amount of capital contribution and shares in detail. Later, the agreement was "taken away by the company" and replaced by a "capital contribution card".
The date of the reporter's inquiry was the industrial and commercial filing statute dated May 10, 2006. Zhang Pu was the largest shareholder, holding 30%, and the Nantong Textile Industry Association held 29.78%, ranking second. In particular, it should be noted that the list of "Nantong Textile Industry Association" has added a number, clearly indicating the "friendship industry union".
This affiliation is realized through a "equity transfer agreement". A share transfer agreement signed by our newspaper in August 16, 2003 showed that all the shares held by the Nantong friendship garment factory labor union committee (Xie Jinhua, the legal representative) were transferred to the associated press and the transfer price was 41 million 404 thousand and 970 yuan.
Regarding this, Hongjia Jian, an attorney at the Beijing branch of Dacheng Law Firm, said in an interview that the affiliation objectively bypassed the regulations of the SFC that the actual controller should not be the Employee Stock Ownership Association (). The reporters also found that the friendship Industrial Union's affiliation with the Union's holdings is only 0.22% lower than that of Zhang Pu. "Jiangsu three friends listed so far, so long as the trade union holds Nantong friendship industry, it is not in conformity with the legal norms." Hong Jiajian also said.
As for the existence of employee stock ownership in friendship industry, Zhang Pu did not deny that he was in an interview with our reporter. "I am also a shareholder. These workers are shareholders, and I am equal to them." Chen Jian, a friend of Jiangsu Sanyou, insisted in an interview that he had no idea about the existence of these employee shares. "I am the deputy director of the three friends of Jiangsu. I am not a friend of the friendship industry. I am not sure about the friendship industry."
Hasty "retreat"
According to the reporter's understanding, Jiangsu's three friends have been listed for many years, and the above shareholding workers can only get a small dividend every year.
Perhaps in order to eliminate the hidden danger of employee stock ownership, in April 25, 2011, the Nantong friendship Industrial Co., Ltd. convened a temporary workers' Congress, demanding that employees' shares be refunded in the name of "meeting the requirements".
On the same day, the workers' Congress adopted a "plan", and the workers were asked to retreat with this plan. But what exactly is the plan? This reporter interviewed dozens of Jiangsu three friends, and no one knew the exact content. What is particularly surprising is that when workers sign documents that agree to return, they often fail to see the contents of the documents. Workers know nothing about how to liquidate, why they are bought, who they are and so on.
A retired female worker who did not want to be named told reporters: "I was informed that I asked what was going on, and they knew it when they came." The reporter asked who they were, and the worker said it was Zhang Pei, a member of Sanyou company. The woman introduced his own situation. "After I retired, I was in Nanjing all the year round. When I came back to Nantong, I received a call from the factory to say that the factory's fund-raising needs to be divided, so I need to sign it."
According to the introduction of the female worker, in May 12th, they went to the factory to sign three people (all retired workers). They saw the chairman of the trade union Cai Guoxin on the two floor of the human labor department. Chairman Cai Guoxin told them that after the completion of the signing, the money was repaid for three times. The first time was at the end of June, and it was explained that "people" could not get so much at one time. The workers do not know who the "family" is referring to. A number of other employees who signed the contract said, "when we sign, we ask whether we should write the date. There is no need to write the date. We just need to sign it." Finally, even the ID card is handed over to the workers of the labor department. A group of retired workers signed under everything unclear. Several retired workers said, "when they signed, they covered the contents with their hands, leaving only the location of the signature, so that we could sign it." Why did they sign the agreement without seeing it? The employees on the spot said they didn't understand it, and some of their colleagues signed it, so they signed it accordingly.
Afterwards, the reporter obtained the document. Its main contents are: voluntarily request, in accordance with the principles of the resolution on the temporary workers' Congress that the workers pay by the cash contribution union to be made in April 25, 2011 on the basis of the trade union committee of the Nantong friendship Industrial Co., Ltd., we shall make one-off liquidation of the capital contribution and all related rights and interests of the trade union.
Cai Guoxin, chairman of the Jiangsu Sanyou Union, told reporters in an interview that the workers did not reflect the agreement. "No such thing, employees know the content."
The core of the retreat is price. This reporter learned from various sources that the price of the original stock was 1 yuan per share, and the price of the reversion was about 2.6 times that of the original stock price. Because the price was not satisfied with the cancellation, 5 employees at the scene did not sign a refund agreement. The reporter inquired about its reasons. Among them, two workers named Zhu Jianguo and Hu Binghua said they had a stock market and understood some stock knowledge. They thought the price of 2.6 times was too low.
Zhu Jianguo told reporters about the dialogue between Lao Ke and Cai Guoxin on the same day. Zhu Jianguo said that when it reflected 2.6 times the price was too low, Cai Guoxin explained that it was hard to find a home to buy, Zhu Jianguo and others asked who the next family was, and did not get a reply. The reason why Zhu Jianguo asks for liquidation is Cai Guo's new saying "nonstandard". Later, he mentioned the assessment, and Zhu Jianguo and others asked for the assessment report by Cai Guo Xin, but was rejected by him.
According to Zhu Jianguo et al's description, because Zhu Jianguo and others did not sign, chairman Zhang Pu found them in the evening and told them that he did not care about the matter and asked them to do it themselves.
At 1:00 p.m. on May 24th, the friendship industry suddenly convened an emergency meeting, announcing that the retreat was "not done".
Why do we have to quit the workers' shares at the beginning, and now they do not do it? Cai Guoxin said: "at the beginning, some employees themselves proposed to liquidate their stocks. Since the workers have such a wish, we have opened the staff congress. Now that someone is unwilling, they will not do it."
Cai Guoxin asked, "which two of our trade unions are friendship and three friends, but two unions are united." That is to say, "a set of people, two brands". If the workers' shares are not refunded, then how will the original employee stock ownership be handled? Cai Guoxin said it will continue to retain. "How many shares did the employee have, and how many shares are maintained?" Cai Guoxin said this is also safeguarding the legitimate interests of workers.
But employee stock ownership as a historical legacy, even if there is no liquidation, how to solve this problem? Cai Guo Xin said that this is not within his responsibility.
Less than a month's time, from retreating to not retreating, it is quite unpleasant to make decisions. According to the reporter's understanding, the total number of on the job employees who participated in the remission is around 1000, and there are more than 200 retired workers.
As for Cai Guoxin, the Jiangsu Sanyou trade union and friendship Industrial Union are "a set of people, two brands". The 20 workers present indicated that they were employees of Jiangsu three friends, and their trade unions were also Jiangsu three friends unions. There was no friendship Industrial Union at present. This is a question about whether the employees of three friends are confused with large shareholders. A worker told reporters that he had signed a contract with three friends several years ago. According to his contract, he showed that Party A was Jiangsu Sanyou Group Co., Ltd. The date of the contract is February 10, 2008. It was unclear to the staff members of the temporary workers' Congress on April 25th whether they were friendship Industries Limited, but they were sure that they knew only the three friends of Jiangsu, and they did not know whether the trade union took part in the company's decision. "We only know that at the end of the year, we will get some dividends." A retired worker at the scene said. This newspaper will launch a follow-up report on the next step of the Employee Stock Ownership Association.
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