The "post-80s" beautiful and rich man was criminally detained, and once leveraged 5.4 billion listed companies for 60 million

Bronco Finance

2024-06-02 19:47Posted on the official account of Shanxi Mustang Finance

The long-sleeved "capital master" who is good at dancing has smashed it!

Author | Zhang Kaijing

Editor丨Gao Yan

Source | Bronco Finance

Mao Fengli, the beautiful founder of the "Fengli Department" who started in private equity and became famous at a young age, ushered in a turning point in her life because she became a listed company. Now, 44-year-old Mao Fengli is not only banned from the securities market for life, but may also be about to go to prison.

On May 28, New Power (300152. SZ) announced that the actual controller Mao Fengli was detained on suspicion of illegal disclosure and non-disclosure of important information. Also detained was Wang Zilong, the chief financial officer of New Power on suspicion of providing false documents.

Mao Fengli's battle for fame in the capital market was to use 60 million to win the actual control of 5.4 billion Kerong Environment (the predecessor of New Power) in 2016, but since then, Mao Fengli has repeatedly touched the red line of violations, and the listed company has also deteriorated. Now Xuzhou Fengli, the controlling shareholder of New Power and controlled by Mao Fengli, has declared bankruptcy, and the equity of New Power in his hands is also being auctioned one after another. Listed companies may change hands at any time.

From May 29th to May 31st, the share price of New Power fell by 13.68%, and the current stock price is 1.83 yuan per share, which is more than 87% lower than the historical high point (before the resumption), and the total market value is only 1.3 billion yuan.

01

Mao Fengli was criminally detained, involved in an old case?

Among the two people currently detained, Mao Fengli does not work in a listed company, and Wang Zilong has just become the financial director and deputy general manager of New Power in August 2023, and has no previous record in a listed company.

However, Wang Zilong has actually been associated with New Power for a long time. He was the senior partner of Asia Pacific Certified Public Accountants. According to the enterprise investigation, Wang Zilong's subscribed capital contribution in the Asia-Pacific Accounting Institute was dated in 2013 and did not withdraw until 2021. Since 2018, New Power has hired Asia-Pacific Accounting Firm as the annual audit institution, and the time point for not renewing the appointment also happens to be in 2021.

Source: Qichacha

It is worth noting that New Power was required to rectify by the China Securities Regulatory Commission in 2019 on the grounds that the net profit attributable to the parent company was inflated by 68.67 million yuan in 2017. However, as a result, the new power after the financial report adjustment will lose money for three consecutive years from 2016 to 2018 and will be suspended from listing. As a result, the new power complained that the annual report was readjusted, and the net profit attributable to the parent company was inflated by 27.139 million yuan.

On this basis, in 2020, New Power once again received the "Administrative Penalty Decision" from the China Securities Regulatory Commission, and the listed company and Mao Fengli and others were given warnings and fines respectively for inflating profits of 7.1788 million yuan in 2017.

The net profit attributable to the parent company of New Power decreased from 41.8389 million yuan to 3.4925 million yuan after two reductions. The non-renewal of the appointment of the Asia-Pacific Accounting Institute is related to this matter.

The Asia-Pacific accounting firm had issued a "non-standard" audit opinion on the 2017 financial report of New Power, and after the regulatory penalty was issued, New Power needed to revise some of the financial data in the 2017 annual report, and required a third-party professional accounting firm to issue an assurance report for error correction, but the Asia-Pacific accounting firm was unable to issue the assurance report due to internal decision-making reasons, so it was replaced by a new accounting firm.

And this background also provides a reference for the reasons why the two were detained.

Zang Xiaoli, a lawyer at Beijing Shixue Law Firm, pointed out that the crime of illegal disclosure and non-disclosure of important information is more common in the case of financial fraud of listed companies, and the judicial authorities will investigate the person in charge and other persons directly responsible for the financial fraud. The sentencing standard for this crime is: a sentence of up to five years imprisonment or short-term detention and/or a fine; where the circumstances are especially serious, the sentence is between 5 and 10 years imprisonment and a concurrent fine.

Source: Canned Gallery

In Zang Xiaoli's view, in the case that it has been verified that there are false records in the 2017 New Power Annual Report, and the company has also been subject to administrative punishment by the Securities Regulatory Commission, Mao Fengli was investigated for criminal responsibility this time, which may be related to the punishment in 2020, and it is ultimately subject to the document determination of the judicial authority.

Another person from the legal profession, who did not want to be named, said that it is possible to bear civil compensation, administrative punishment and criminal liability for the same illegal act at the same time, so it is reasonable to trace the previous case. As for the length of the timeline, on the one hand, it may be related to the case-handling process of the crime of "illegal disclosure and non-disclosure of important information", which is generally transferred by the CSRC to the public security, and will not be directly handled by the public security; On the other hand, this year's crackdown on financial fraud and the increase in the transfer of securities illegal cases to the public security may also play a role in fueling the flames.

02

12 years in mixed finance,

Take advantage of the "bull market" to come to the forefront

The financial fraud in 2017 is just the tip of the iceberg of Mao's record of violations. And all of this starts with Mao Fengli's entry into a listed company.

Mao Fengli has a dazzling resume. He graduated from Zhengzhou University with a bachelor's degree, and became the marketing manager of the Longhai Road Business Department of Galaxy Securities Zhengzhou one year after graduation. At the age of 25, Mao Fengli founded Henan Galaxy Investment Management Co., Ltd. and served as the chairman; At the age of 28, Mao Fengli walked out of Henan and founded the "Fengli Department", of which the core company Oriental Fengli (later renamed "Fengli Wealth") is located in Beijing's Financial Street.

At the beginning of its birth, Financial Street was positioned as a national financial management center and a gathering place for the headquarters of financial institutions in Beijing. Starting a business in the financial street at such a young age is enough to see Mao Fengli's ambition and courage.

In hindsight, Mao Fengli has been rooted in the financial circle throughout her career. Under her leadership, the main business of "Fengli Department" has gradually expanded from securities research, investment consulting, management consulting, and the development of finance-related software and websites to private equity, asset management and other fields.

Source: Official website of China M&A Union

For a long time, the "Fengli Department" was quite mysterious and rarely reported in public, and it was difficult for the outside world to get a glimpse of the true face of this PE agency. Until 2015, Mao Fengli began to come to the front of the stage.

In January 2015, a report in the Securities Daily described Mao Fengli as the "head of the post-80s private equity fund", in addition to the chairman of Fengli Wealth, he is also a director of the China Mergers and Acquisitions Association, a special member of the Beijing Financial Street Chamber of Commerce, a member of the investment decision-making committee of the Beijing Club, a member of the Asset Management Association of China, and a member of the five major clubs in Beijing. Fengli Wealth's asset management scale reached 4 billion yuan, and by the end of 2014, most of the income created by its special account products for investors was in the range of 77.7%-156%.

In July 2015, the total scale of Fengli Wealth's products under management reached about 5 billion yuan, which could be ranked between 100 and 200 among more than 13,000 private equity companies at that time. The company even signaled that it was ready to go public, and it is expected to complete the listing by the end of the year.

According to public information, Fengli Wealth registered as a private investment fund manager in May 2014, and two months later, the Shanghai Composite Index started from the bottom of 2,000 points and soared to more than 5,000 points in June 2015. Boosted by the bull market, Fengli Wealth has achieved "debut is the peak".

Source: Asset Management Association of China official website

The dazzling yield may make many shareholders temporarily ignore the fact that Fengli Wealth is only a "rookie" in the industry.

In an interview with China Securities Journal, a shareholder of Fengli Wealth said, "We are a very inconspicuous private equity institution, not only short of funds, but also very short of personnel. At that time, the whole company, plus a driver and an administrator, was just enough for 10 people. ”

Soon, the financial strength and risk control of Fengli Wealth were revealed in the stock market crash. In September 2015, the Chang'an Fengli No. 24 private placement issued by Fengli Wealth was suspended from trading because it fell below the stop-loss line. Subsequently, the company wanted to list on the New Third Board, and after introducing more than 40 shareholders, it encountered obstacles, causing repurchase risks; The products have also expired one after another, the management scale has shrunk rapidly, and new products have not been released for a long time.

In order to undertake the development of the company and give an explanation to shareholders, Mao Fengli proposed to hold an A-share listed company. As for what to do after getting control of the listed company, the above-mentioned shareholder said, "We didn't think about it at the time. ”

03

Mao Fengli "snake swallows elephant": one is willing to fight and the other is willing to suffer

"Little Swallow" Zhao Wei once tried to pay 60 million to raise 3 billion yuan to acquire Wanjia Culture, and the leverage is staggering. But from the perspective of time, Mao Fengli carried out a similar operation before Zhao Wei.

The target selected by Mao Fengli is Kerong Environment. On the one hand, Yao Dong, a shareholder of Fengli Wealth, once served as the secretary of the board of directors of Kerong Environment, and still kept in touch with the listed company after leaving the company; On the other hand, at that time, the performance of Kerong Environment was stagnant, and the six people acting in concert with the controlling shareholder Jieneng Technology were all sixty or seventy years old, and there were differences in the development direction of the company, and there were plans to sell the shell and break up.

The two sides hit it off, and Mao Fengli only took out 63 million yuan to take control of the listed company, which had a market value of about 5.4 billion yuan before the suspension.

Fengli Wealth first borrowed 700 million yuan from Hangzhou Private Equity Haozhong Jinhong through its subsidiary, Tianjin Fengli, and agreed that one of the loan conditions was that Tianjin Fengli would remit at least 200 million yuan to the designated account. Then, in order to make up 200 million yuan, Mao Fengli borrowed another 137 million yuan from Jieneng Technology. In this way, Mao Fengli only needs to contribute 63 million yuan by herself to raise a total of 900 million yuan.

Source: Hexun.com report

In the end, Tianjin Feng used 850 million yuan to buy 91.96% of the shares of Jieneng Technology. Another subtlety of the acquisition is that the 137 million yuan lent by Jieneng Technology has just been reduced through a large transaction, and after the reduction, Jieneng Technology's shareholding in the Kerong environment has just dropped to less than 30% to avoid touching the red line of the tender offer.

But this magical merger and acquisition is only the beginning of the farce.

According to the China Securities Journal, Mao Fengli and Jia Hongsheng, the former chairman of Kerong Environment, discussed the condition that Jia Hongsheng would continue to be in charge of the listed company for three years, and Fengli would be responsible for capital operation.

After the "Fengli Department" became the owner, it did not get the official seal, which became the fuse of the "infighting". First of all, the "Fengli Department" "cleaned" the original management of Kerong Environment; Later, the original management counterattacked and demanded the incentive money owed by the "Fengli Department" after the acquisition of 115 million yuan, and once went to court; And at this time, the original management was reported to be suspected of embezzlement.

In 2018, Jia Hongsheng was sentenced to four years in prison for colluding with the general manager, financial director and other high-level executives of the financial environment to falsely issue VAT invoices to privately divide 3.5 million yuan of public funds.

Source: Canned Gallery

In 2019, the China Securities Regulatory Commission announced that Tianjin Fengli's acquisition of the equity of Jieneng Technology had illegal facts such as falsification of funding sources and false statements. Tianjin Fengli actually obtained 100% equity of Jieneng Technology for 924 million yuan; In the announcement, it claimed that the acquisition funds did not come from related parties of the listed company, which was obviously also false.

At the same time, in 2016, Fengli Fortune made up funds by forging agreements and misappropriating 42.4 million yuan of funds from other private placement products, and Mao Fengli was banned from the market for life.

An "ingenious" "snake swallowing elephant" turned into a lose-lose scam.

04

The ticket was soft,

Is the capital story of the "post-80s" female billionaires over?

Although it has been continuously punished by regulators, the original acquisition has long been a foregone conclusion. Judging from the actual situation, Mao Fengli is obviously not ready to take charge of a listed company.

From 2016 to 2023, the revenue of New Power will drop from 772 million yuan to 203 million yuan, and the net profit will only be positive for two years, with a cumulative loss of more than 2.5 billion yuan.

Source: Wind data

The company's management is in turmoil. As soon as Jia Hongsheng and other former management were "invited away", the "Fengli Department" itself began to fight again, and Mao Fengli announced her resignation after only one year as chairman.

Interestingly, before Mao Fengli resigned, she also engaged in a "flickering increase in holdings". First, he announced that he and his directors, supervisors and senior executives would increase their holdings in listed companies within one year, with a planned increase of 100 million yuan to 1 billion yuan; Then a proposal was issued to encourage employees to buy company stocks, and promised to hold them for more than 1 year and employees who were on the job, and the loss part was borne by Mao Fengli personally. But all came to naught with the resignation.

Since Mao Fengli's resignation, New Power has changed five chairmen, among which Mao Fengli's brother Mao Junliang has taken office twice before and after, and has been in office for nearly 5 years in total.

Its main business is riddled with problems, and listed companies have to transfuse blood for the "Fengli system". In 2018, the rent paid by New Power to Xuzhou Fengli amounted to 7.0194 million yuan, and in 2023, New Power was questioned for engaging in "flickering restructuring" and benefit transfer, and in the case of less than 20 million yuan left in its own account and overdue bank loans of its subsidiary, New Power planned to purchase 60% of the equity of Dewei Huatai with no more than 600 million yuan, and Mao Fengli also raided the shares of Dewei Huatai. Eventually, the restructuring was halted.

After 8 years of busy work, the performance of New Power continued to decline, and the private placement of the "Fengli Department" also announced its withdrawal. Mao Fengli is now carrying 3 restriction orders, the amount of dishonesty is 1.0901 million yuan, and there are 12 more violation records on her resume. Xuzhou Fengli's shareholding in New Power has also been frozen, with a pledge ratio of more than 94%.

Source: Qichacha

At present, the shares held by Xuzhou Fengli are about to be auctioned for the third time, and if all the auctions are successful, Xuzhou Fengli's shareholding will be reduced to 8.38%, which may lead to a change of control of New Power.

In fact, the environmental protection industry in which New Power is located was originally the strategic development direction advocated by the state, and the company's 338 national invention patents and the largest combustion laboratory in Asia also confirm its accumulation in the industry. Otherwise, PowerChina (601669. SH) will not be the largest customer of New Power to this day.

But at least this plate, Mao Fengli is difficult to play. The capital market road of this "post-80s" financial female boss is coming to an end.

What do you think of Mao Fengli's ups and downs in life? Let's talk in the comment section!

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