The Case of "Investor Protection, Clear Rules and Risk Recognition": The Change of Equity Rights Need to be Disclosured Never Violate Regulations
A stock is a certificate of ownership issued by a company. When a shareholder spends money to buy a stock, he becomes a shareholder of the company. Whoever pays the money is the shareholder. It's that simple. However, in the stock market, there are always people who spend money to buy stocks, but don't want others to know that they are shareholders of the company. In this way, there is a proxy holding of shares. Although there are various reasons for proxy holding, they are all for one purpose: not to disclose the identity of the actual investor. However, the paper package can’t stop the fire. When making the agent holding arrangement, it is said that "God knows, the earth knows, you know, I know", and it will eventually be stabbed out. It is just a matter of time. Regret medicine can be taken.
Listed company A disclosed an announcement stating that company A intends to accept part of the shares of the listed company held by shareholders of B, which account for more than 5% of the total share capital, and complete the equity transfer procedures in three months. During these three months, Company A and Company C signed the "Equity Holding Agreement". The two parties agreed that Company C would actually invest in the purchase of Company A’s shares and enjoy relevant investment rights. These shares were handed over to Company A for holding. After deducting the relevant costs and taxes, company C enjoys 95%, and company A enjoys 5%. Company C, as the actual investor holding the shares on behalf of the company, enjoys actual shareholder rights and is entitled to corresponding investment income. Company A must follow the will of Company C to exercise shareholder rights.
So far, the relationship between the holdings and holdings has been formally formed. After that, the holdings were calm and the holdings and holdings were firmly under the water, and no one knew. After about a year of holding on behalf of the company, the listed company began to intensively burst out all kinds of good news, the stock price soared, C company chose the opportunity to reduce its holdings, and gained more than 300 million yuan in investment income in more than three months. Company A panicked at this time. Such precise reduction of holdings was mostly suspected of insider trading. What if Dongchuang's incident turns out that he has become a bearer. Therefore, Company A hurriedly clarified its own responsibilities and made a report, and then the relationship of stock holdings emerged.
Company C originally wanted to cover up insider trading with its nominee holdings, but it never thought of the day when the Dongchuang incident happened. Although Company A has done a good job in reporting, it cannot escape the penalty. In addition, with the in-depth investigation, it was discovered that the chairman of listed company A and company C were also related, and they were aware of the proxy holding matters. Because Company A, Company C and listed company A failed to disclose the holding agreement and related content, the China Securities Regulatory Commission imposed administrative penalties on the three companies and related parties.
It can be seen from this incident that it is quite difficult to be an invisible person in the capital market. The most important thing in the capital market is fairness, justice, and openness. There is no shadow under the sun. If you want to make a profit in the capital market, you have to find someone to cover it. How can such good things happen? If investors want to participate in capital market activities, they must abide by the rules of the capital game, disclose what should be disclosed, and do not do what should not be done. Regardless of whether a listed company or a shareholder meets the disclosure standards, the subject becomes the obligor of information disclosure, and must disclose in a timely and fair manner, and ensure that the information is true, accurate, and complete. Don't be lucky in everything, and be open-minded in order to live a long life. (Source: SFC website)
