The stock price "falls endlessly" * ST Boxin (600083), on July 2 suddenly ushered in the limit, the company issued a stock trading risk reminder that night, emphasizing that the company's fundamentals have not changed anything, "in order to avoid investor losses, the company reminds investors to pay attention to risks, rational decision-making, prudent investment."
On the same day, *ST Boxin disclosed that it received a disciplinary decision from the Shanghai Stock Exchange, and the company and a number of senior executives were publicly reprimanded for failing to disclose the negative net assets at the end of 2023 as required, and also failing to accurately disclose the net profit and net profit after deducting non-profits in the performance forecast.
Multiple risk warnings were issued in a row
Since late March this year, *ST Boxin's share price has continued to decline. In just three months, the company's share price fell from 12.45 yuan / share all the way to less than 2 yuan / share, with a cumulative decline of more than 80%. On July 2, *ST Boxin ushered in the daily limit, with a turnover of 19.382 million yuan and a closing price of 1.75 yuan per share.
In response to this stock price change, *ST Boxin issued a number of risk warnings on the evening of July 2.
Due to the negative audited net assets attributable to shareholders of the company at the end of the audited period in 2023, *ST Boxin shares have been put on delisting risk alert since May 6. If the relevant financial indicators of the company's 2024 audited financial accounting report again touch the financial compulsory delisting situation stipulated by the Shanghai Stock Exchange, the company's shares will be terminated by the Shanghai Stock Exchange.
*ST Boxin also has risks in production and operation, the company achieved operating income of 21.7597 million yuan in the first quarter of 2024, and the net profit attributable to shareholders of the company was -10.8624 million yuan. As of March 31, 2024, the company's net assets attributable to shareholders of the company were -21.2783 million yuan.
In addition, Zhongxinghua Certified Public Accountants (Special General Partnership) audited the company's 2023 annual financial report and issued an unqualified audit report with significant uncertainties related to continuing operations. As of July 2, 2024, the company's rolling price-to-earnings ratio and price-to-book ratio are both losses.
Received the SSE disciplinary decision
On the evening of July 2, *ST Boxin also disclosed that it had received a disciplinary decision from the Shanghai Stock Exchange.
After investigation, on January 31, 2024, *ST Boxin disclosed the 2023 annual performance forecast, which is expected to have an annual net profit of -73 million yuan to -45 million yuan in 2023, and a net profit of -123 million yuan to -95 million yuan after deducting non-profits in 2023. At the same time, the announcement disclosed that the company does not have any major uncertainties that affect the accuracy of the content of this performance forecast. On February 22, 2024, the company announced the reply to the regulatory work letter on matters related to the performance forecast, stating that the net assets attributable to the owners of the parent company at the end of 2023 are expected to be 40.3757 million yuan to 68.3757 million yuan, and the company does not have the risk of net assets approaching negative.
However, on April 18, *ST Boxin disclosed the correction announcement of the 2023 annual performance forecast, and it is expected that the asset impairment loss will exceed the original estimated amount, and the net profit in 2023 is expected to be -145 million yuan to -105 million yuan, the net profit after deducting non-profits in 2023 will be -205 million yuan to -165 million yuan, and the net assets at the end of 2023 will be -19 million yuan to -10 million yuan. On April 30, 2024, the company's 2023 annual report disclosed showed that the company's net profit in 2023 was -124 million yuan, the net profit after deducting non-profits was -176 million yuan, and the net assets at the end of 2023 were -10.416 million yuan. Due to the negative net assets of the company at the end of 2023, the company's shares will be subject to delisting risk warning from May 6, 2024.
The SSE pointed out that the company's annual performance is a major matter of concern to investors, which may have a significant impact on the company's stock price and investors' decision-making, and the company should make an objective and prudent estimate of the current performance in accordance with accounting standards to ensure the accuracy of the forecast results. The company failed to disclose the negative net assets at the end of 2023 in the annual performance forecast as required, and disclosed the positive net assets in the reply to the relevant working letter, and the relevant disclosure was inaccurate, so the company's shares were subject to a delisting risk warning, the circumstances were serious, and the company's actual net profit, net profit after deducting non-profits and the forecast amount were quite different. At the same time, the company did not disclose the correction announcement of the performance forecast until April 18, 2024 at the latest, and the disclosure of the correction announcement was not timely. The above acts violated the relevant provisions of the Rules Governing the Listing of Stocks on the Shanghai Stock Exchange.
In terms of responsible persons, Wang Wei, the then chairman of the board of directors, as the main person in charge of the company and the first person responsible for information disclosure, Li Xinyong, the then general manager, as the main person in charge of the company's operation and management, Feng Xiaogang, the then chief financial officer, as the specific person in charge of the company's financial matters, and Hu Jiankai, the then secretary of the board of directors, as the specific person in charge of the company's information disclosure, failed to be diligent and responsible for the company's violations.
Multiple executives have been publicly reprimanded
For the above violations, *ST Boxin and the responsible person have made an objection reply, giving the following reasons for the objection:
First, when preparing the preliminary earnings forecast, the forecast made based on the information and data available at that time deviated greatly from the actual operating conditions, and the profit forecast of the present value of the estimated cash flow was adjusted after taking into account the changes in the market environment and the supporting basis of the profit forecast.
Second, the company and the relevant responsible persons have no subjective intention and have made rectifications. After the company issued the performance forecast, after communicating with the annual review agency and the evaluation agency, the asset impairment loss assessment was carried out based on the principle of more prudence, and the workload led to the late correction of the forecast, and the company has submitted a performance correction announcement and carried out a risk warning to ensure the normal disclosure of the company's annual report.
Third, the large difference between the net assets turning positive to negative and the amount of profit is caused by the same matter of making up for the impairment loss of assets.
Hu Jiankai also pointed out that his scope of responsibilities does not involve business development, accounting and other matters, and he is not the person in charge of financial accounting matters, and has performed his duties by checking documents, making inquiries, etc., but he cannot judge the problems existing in accounting matters.
In response to the above defenses, the SSE held that:
First, the annual performance forecast is a major matter of great concern to the market, which may have a greater impact on the company's stock price and investors' decision-making, and the company should make a full and reasonable estimate of the company's performance and assets according to the actual financial situation and the requirements of accounting standards. However, the company failed to disclose the negative net assets at the end of 2023 as required, and also failed to accurately disclose the net profit and net profit after deducting non-profits in the performance forecast.
Second, the company did not announce the negative net assets at the end of 2023 in the performance forecast disclosed on January 31, 2024, and after regulatory inquiries, it still stated in the reply announcement disclosed on February 22, 2024 that the company did not have the risk of net assets approaching negative, and corrected the performance forecast as late as April 18, 2024, disclosing the negative net assets, and ultimately led to the company's shares being subject to a delisting risk warning. The company failed to prudently, reasonably and accurately estimate the asset impairment and other circumstances in the performance forecast and subsequent reply to the regulatory letter, and did not fully warn of the risks, and the amount of asset impairment provision mentioned had a significant impact on the company's shares being delisted risk warning, and the reasons claimed by the relevant responsible entities to communicate with intermediaries and assess asset impairment losses based on the principle of more prudence cannot be used as reasonable reasons for reducing and reducing information disclosure obligations.
Third, Hu Jiankai, as the secretary of the board of directors, failed to provide evidence to prove that he had paid sufficient attention to and prudently predicted the impairment of material assets, nor did he fully indicate the uncertainty risk in the announcement, and his alleged scope of responsibilities did not involve the company's business development and accounting, and he did not have a financial accounting background and other objection reasons could not be used as a reasonable reason for reducing or reducing the liability for violations.
In view of the facts and circumstances of the above-mentioned violations, the SSE made a disciplinary decision:
The then chairman of *ST Boxin Wang Wei, the then general manager Li Xinyong, the then chief financial officer Feng Xiaogang, and the then secretary of the board of directors Hu Jiankai were publicly reprimanded.