The daughter of a post-90s student failed to be elected as a director, and the rich father angrily sued the listed company

Securities Times E Company

2024-06-23 08:09Published on the official account of "E Company" under Hunan Securities Times

According to ST Yushun (002289) disclosed on June 22, the company recently received the "Notice of Advance Mediation" and "Notice of Response" and other litigation materials served by the People's Court of Nanshan District, Shenzhen, Guangdong Province. According to the materials, Lin Meng, a shareholder of the company, submitted a "complaint" to the court on March 7 to sue the company, requesting a judgment to revoke the resolutions of the company's relevant board of directors and extraordinary shareholders' meeting and the company to bear all the litigation costs of the case.

The reporter of Securities Times e Company noticed that the main reason for Lin Meng's attack was that his and his daughter's proposal to enter the board of directors of ST Yushun was rejected by the extraordinary general meeting of shareholders of listed companies.

Lin Meng was born in 1966 and directly holds 20.706 million shares of ST Yushun (7.39%), making him the second largest shareholder of the company.

In 2013, ST Yushun purchased 100% of the shares of Shenzhen Yashi Technology held by Lin Meng and others in cash and by issuing shares. As a result, Lin Meng became an important shareholder of the company. Up to now, the market value of the above-mentioned stocks held by Lin Meng has exceeded 62 million yuan.

Lin Meng pointed out in the grounds for filing that ST Yushun held the 29th meeting of the fifth board of directors, the 30th meeting of the fifth board of directors and the first extraordinary general meeting of shareholders in 2024 for the general election of the board of directors, and his proposal to elect Lin Meng and Lin Yangwei as non-independent directors was not passed, and 9 people nominated by Shanghai Fengwang Industrial Co., Ltd. (hereinafter referred to as "Shanghai Fengwang"), the controlling shareholder of ST Yushun, were elected directors.

In his view, the above-mentioned meeting resolution ruled out the possibility of a non-recommended candidate being elected as a director from the beginning, deprived him of his board seat, and seriously infringed on his rights and interests, so he requested that the above-mentioned board resolution and the resolution of the extraordinary general meeting of shareholders be revoked.

"Lin Meng participated in the board of directors, extraordinary shareholders' meeting and other meetings involved in the case in accordance with his capacity as a director and shareholder, and exercised his voting rights." The listed company responded that the company would actively respond to the lawsuit and safeguard the legitimate rights and interests of the company and all shareholders.

The lawsuit stems from the general election of the board of directors initiated by ST Yushun at the end of last year.

ST Yushun announced on December 30 last year that after the nomination of Shanghai Fengwang and the qualification review of the nomination committee of the board of directors, the board of directors agreed that Ji Min, Zhang Jianyun, Zhou Lu and other 6 people are candidates for non-independent directors of the company's sixth board of directors; Xue Wenjun, Shi Jun and Ding Jinsong were approved as candidates for independent directors.

According to the plan, the listed company intends to convene an extraordinary general meeting of shareholders on January 16 this year to deliberate on the above-mentioned board of directors. On the eve of the meeting, Lin Meng proposed to submit the proposal to elect Lin Meng and Lin Yangwei as directors of the company to the above-mentioned extraordinary general meeting of shareholders for deliberation.

Lin Yangwei is the daughter of Lin Meng, born in 1994 and graduated from Boston University. According to her resume, she serves as a salary and benefits performance expert of Douyin Vision Co., Ltd.

At that time, the director candidates of Lin Meng and Lin Yangwei were vetoed by the fifth board of directors of ST Yushun with "1 vote agreed, 1 vote against, and 2 abstentions". The only consent ticket came from Lin Meng. Zhou Lu, the company's chairman at the time, voted against. She said she was not sure that Lin Meng and Lin Yangwei had enough time, energy and ability to undertake the relevant work of listed companies as directors.

ST Yushun's then independent directors Shen Bazhong and Rao Yanchao abstained. Shen Bazhong said that due to the rush of time, it was impossible to obtain sufficient information to support it, and it was impossible to make an independent judgment on the qualifications of the two non-independent director candidates. Rao Yanchao said that it was uncertain whether the qualifications of the two candidates would be affected by the relevant lawsuits and restraining orders.

Although the fifth board of directors of ST Yushun did not approve of Lin Meng's proposal, it believed that Lin Meng had provided relevant information and proof, his identity was in line with the relevant regulations, and the proposal procedure and content were in line with the relevant regulations, so he agreed to submit Lin Meng's temporary proposal to the general meeting of shareholders for deliberation.

However, Lin Meng's plan ultimately fell through.

At the first extraordinary general meeting of shareholders of ST Yushun in 2024 held on January 16, the proposal to elect Lin Meng and Lin Yangwei as directors of the company was rejected. The voting results of the two motions were roughly the same, with more than 30 million shares in favor and more than 94 million shares against. The number of votes in favor is very close to the number of shares held by Lin Meng and his concerted actors (30,487,500 shares).

It is worth mentioning that Lin Meng did not receive the support of small and medium-sized shareholders. 4.37 million shares were voted against by minority shareholders, accounting for 88.8% of the total number of valid voting shares held by minority shareholders attending the meeting; The approval vote is only around 10,000 shares.

ST Yushun has previously disclosed a number of announcements that Lin Meng's shares have been frozen, the most recent announcement was released on March 20. As of the disclosure date of the announcement, 100% of Lin Meng's shares were frozen, and the shareholding ratio of Lin Meng and his concerted actors was 89.31%.

After losing the election for director, Lin Meng voted against all the proposals at the 2023 annual general meeting of ST Yushun. However, with the support of Shanghai Fengwang and small and medium-sized investors, the proposals were deliberated and approved by the general meeting of shareholders.

On the other hand, Shanghai Fengwang has continued to increase its holdings in the near future, protecting the company's stock price.

ST Yushun disclosed on May 29 that Shanghai Fengwang increased its holdings of 2.8118 million shares of the company from May 16 to May 28, accounting for 1.0033% of the company's total share capital. After this increase, Shanghai Fengwang holds 78.4803 million shares of ST Yushun, with a shareholding ratio of 28.0033%.

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