pennslammer3handleassembly| The actual controller of Hongxiang Shares (300427) promises to voluntarily bear the civil compensation amount of 80 million yuan

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On the evening of April 28, 2024, Hongxiang shares (300427) announced that the company had received a letter from Mr. Yang Cheng, the actual controller.Pennslammer3handleassemblyIn order to safeguard the legitimate rights and interests of investors and stabilize market expectations, Mr. Yang Cheng, one of the actual controllers of the company, voluntarily bears a certain amount of civil compensation that may be generated by the future listed company. Xu Feng, a lawyer from Shanghai Jiucheng Law firm, believes that the amount involved in this commitment may not be enough. And the responsibility of the actual controller in this case should be to bear all joint and several liability with the listed company, and it is suggested that the actual controller should modify the voluntary undertaking plan to express his sincerity to the investors.

The above announcement information of Hongxiang shares shows that the relevant commitments are as follows:

1. The amount to be borne on behalf of the company: if the company brings a civil action or other form of compensation for securities misrepresentation liability by the investor for the illegal act involved in the decision on Administrative penalty, and is determined to bear the civil liability by the people's court or other competent institution, Yang Cheng voluntarily takes part in the amount of civil liability that the company should bear in the effective civil judgment of the people's court or other authorized institution. Instead of the company, the obligee (hereinafter referred to as "the investor") shall bear 8 of the effective civil judgment or other authorized authority.Pennslammer3handleassemblyThe amount of 0 yuan. The above-mentioned amount of compensation borne by me for the listed company shall not be recovered from the listed company as a donation to the listed company.

2. time of commitment: within the time limit for performance determined by the above-mentioned people's court effective civil judgment or other authorized institutions, that is, Yang Cheng will pay the corresponding amount to the designated account of the listed company or other accounts confirmed by the listed company after the listed company receives the effective civil judgment or the decision made by other authorized institutions within the performance period of the company determined by the effective civil judgment or by other authorized institutions.

3. Source of funds: Yang Cheng ensures that the amount of civil compensation borne by the above-mentioned substitute company to the investor is legally raised by himself.

4. performance guarantee: in order to guarantee the performance of this commitment, Yang Cheng agreed to pledge 20 million shares of the company to Xiamen Hongxiang Intelligent Technology Co., Ltd., a wholly-owned subsidiary of the listed company (hereinafter referred to as the "pledgee"). If Yang Cheng fails to pay the corresponding money to the designated account or other account confirmed by the listed company in accordance with points 1 and 2 of this commitment, the pledgee will dispose of the shares in accordance with the law, the funds obtained from the disposal will be directly used by the listed company to bear civil compensation to the investors. Yang Cheng agrees to cooperate with the pledgee to go through the procedures of pledge registration of the corresponding shares within 15 working days issued by this commitment letter.

5. In addition to the above specific measures, Yang Cheng will try his best to cooperate with and support listed companies to fulfill their possible civil liability in the future, so as to fully safeguard the interests of listed companies and minority shareholders.

6. Once the above commitment is made, it shall be irrevocable.

The board of directors of the company will continue to pay attention to the progress of the matters. if there is a commitment, the board of directors of the company will promptly urge Mr. Yang Cheng to fulfill the relevant commitments.

Hongxiang shares are specially prompted through the announcement:

1. As of the date of disclosure of this announcement, the company has not yet received the formal filing documents for the civil claims of investors, and there is uncertainty in the subsequent filing and trial and the outcome of the litigation.

2. The amount of commitment made by Mr. Yang Cheng, the actual controller of the company, under the commitment to voluntarily bear a certain amount of civil compensation for the future listed company is the amount of compensation he voluntarily bears for the listed company and does not represent the compensation limit of the listed company. The liability of listed companies to investors shall be subject to the effective civil judgment or the amount determined by other authorized institutions, and there is uncertainty.

The investor claim case of Hongxiang shares (300427) represented by lawyer Xu Feng has been filed many times with the Xiamen Intermediate people's Court, but the court has not put the case on file and is currently waiting for the court's arrangement. The team of lawyers is still continuing to press ahead with the filing of follow-up cases and continue to accept claims from other investors.

On the evening of April 3, 2024, the announcement of Hongxiang shares (300427) received the written decision on Administrative punishment issued by the Xiamen Regulatory Administration of the Securities Regulatory Commission, and it was found out that Hongxiang shares and related personnel had the following illegal facts:

I. illegal disclosure of information

The annual report of Hongxiang shares from 2017 to 2022 has false records. Hongxiang Co., Ltd. and its subsidiary Xiamen Hongxiang Information Technology Co., Ltd. through fictional sales business, virtual

In 2017, by means of purchasing raw materials and falsely increasing fixed assets, there was a false increase of 104.8944 million yuan in operating income and 59.7244 million yuan in total profits, accounting for 14.10% and 38.03% of the amount disclosed in the current period, respectively. In 2018, the falsely increased operating income was 255.5932 million yuan and the total profit was 144.2206 yuan, accounting for 19.49% and 47.72% of the disclosed amount respectively. In 2019, the falsely increased operating income was 227.0667 million yuan and the total inflated profit was 141.1825 million yuan, accounting for 16.94% and 48.19% of the amount disclosed in the current period, respectively. In 2020, the falsely increased operating income was 304.9718 million yuan and the total profit was 75.3842 yuan, accounting for 20.12% and 29.79% of the amount disclosed in the current period, respectively. In 2021, the false increase in operating income was 108.798 million yuan, and the total profit was 3.2544 million yuan, accounting for 7.80% and 0.51% of the amount disclosed in the current period, respectively. In 2022, the false increase in operating cost was 24.8767 million yuan, and the total profit was 24.8767 million yuan, accounting for 2.15% and 33.27% of the amount disclosed in the current period, respectively.

II. Fraudulent issuance

(1) the non-public offering of shares in 2019 constitutes a fraudulent offering.

(2) the public issuance of convertible corporate bonds in 2020 constitutes fraudulent issuance.

(3) there are major false records in the announcement and issuance documents of applying for issuing shares and paying cash to purchase assets and raise matching funds in 2020.

Lawyer Xu Feng, director of Shanghai Jiucheng Law firm, believes that the promise of the actual controller of Hongxiang shares lacks sincerity and should be revised in good faith to buy Hongxiang shares between March 30, 2018 and April 29, 2023. Investors who sell or hold shares after April 29, 2023 can also file a claim. At present, if this case is not prosecuted, there is no chance of automatic compensation. Investors are advised to keep their attention.

(This article was contributed by Lawyer Xu Feng, director of Shanghai Jiucheng Law Firm, and does not represent Sina Finance's position. Lawyer Xu Feng has practiced as a lawyer since 2008. His practice services include claim agency in areas such as misrepresentation, insider trading, and market manipulation. Over the past ten years, investors who have represented nearly 200 stocks have won the case or won compensation through mediation. During the same period, there have also been claims for nearly 300 stocks within the statute of limitations of agency litigation. Some cases have also won the case and won compensation through mediation. Practice license number: 13101200810965495)