Home Business Regulatory Trends | The actual purpose of establishing a concerted action relationship with the fund is not fully disclosed, and the controlling shareholder of Tom Cat receives a regulatory letter

Regulatory Trends | The actual purpose of establishing a concerted action relationship with the fund is not fully disclosed, and the controlling shareholder of Tom Cat receives a regulatory letter

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Caijing Capital Market News, on December 1, because it failed to fully reveal that the actual purpose of establishing a concerted relationship with other funds was to obtain liquidity, Tom Cat’s controlling shareholder and actual controller received a supervisory letter from the Shenzhen Stock Exchange.

According to the information, the “Announcement on Increasing Controlling Shareholders’ Increase in the Share Transfer Plan Between People Acting in Concert” by Tom Cat on February 10, 2021 shows that the company’s controlling shareholder Jinke Holding Group Co., Ltd. (hereinafter referred to as “Jinke Holding Group Co., Ltd.” “Technology Holdings”) and Yingmai Quantitative No. 1 Securities Private Equity Investment Fund (hereinafter referred to as “Yingmai No. 1”) and Yingmai Caizi No. 2 Securities Private Equity Investment Fund (hereinafter referred to as “Yingmai No. 2”) signed the “Concert Agreement” “. Based on the company’s future development prospects, Yingmai No. 1 and Yingmai No. 2 intend to acquire no more than 5% of Tom Cat’s shares held by Jinke Holdings, and establish a concerted relationship with Jinke Holdings to stabilize Jinke Holdings’ holdings. Shareholder status. The effective time of the concerted action relationship is 3 years from the date when the two parties sign the agreement, and the agreement can be terminated early after the two parties reach an agreement.

Tom Cat disclosed the “Announcement on the Dissolution of the Relations Between People Acting in Concert by Shareholders” on November 19. Due to major changes in the major shareholders of the managers of Yingmai No. 1 and Yingmai No. 2, the business philosophy and investment strategy have undergone major changes. Jinke Holding signed with Yingmai No. 1 and Yingmai No. 2 on November 18<一致行动协议> The Cancellation Agreement.” The notice in response to the letter of concern disclosed by Tom Cat on November 26 showed that Jinke Holdings signed a concerted action agreement with Yingmai No. 1 and Yingmai No. 2 and the purpose of transferring shares to them was to obtain liquidity.

The Shenzhen Stock Exchange believes that Jinke Holding Group Co., Ltd. and Zhu Zhigang, as the controlling shareholder and actual controller of Tom Cat, failed to fully disclose the establishment of a concerted action relationship when signing the “Concert Agreement” with Yingmai No. 1 and Yingmai No. 2. The actual purpose is to obtain liquidity and fail to fully disclose the risk of uncertainty in matters related to the two parties’ agreed action. The follow-up “Agreement on Action in Concert” was cancelled within a short time after signing, which violated relevant regulations.

Public information shows that Tom Cat was established in 2007. It is an Internet eco-type enterprise that develops online and offline, entertainment and education, derivatives and licensing, parks and specialty stores. The company landed on the Shenzhen Stock Exchange in 2015.

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