“Do you want to buy some price (stock) now?” “Buy it.” An insider trading case is so burgeoning.
Following the 51-fold leveraged purchase of the "Little Swallow" Zhao Wei couple, Wanjia Culture was once again pushed to the forefront due to the insider trading case of the former chairman and employees.
Recently, the China Securities Regulatory Commission issued a decision on administrative punishment. During the sensitive period of inside information, Wan Li culture employee Su Lihua and insider information insider were contacted by Kong Deyong, chairman of Wanjia Culture. On the afternoon of October 11, 2015, Su Lihua sent a letter to Kong Deyong asking for a buy recommendation (content: "hole In total, the stock of the family, can you buy some points now?"). At about 13:30 on December 14, 2015, Kong Deyong sent a text message to Su Lihua: "Buy it."
According to the punishment book, from October 9 to December 29, 2015, “Su Lihua” personal account bought 290,300 shares of “Wanjia Culture”, with a turnover of 6,475,600 yuan; after that, it sold 290,300 shares of “Wanjia Culture”. The transaction amount was 71.77 million yuan and the profit was 687,800 yuan.
In the end, both of them received the fines. The CSRC decided to confiscate the illegal income of Su Lihua for 687,800 yuan, and imposed a fine of 1,375,700 yuan, with a total fine of 2.063 million yuan; and a fine of 600,000 yuan for Kong Deyong.
Insider information formation
Kong Deyong served as the chairman, general manager and actual controller of Wanjia Culture and its controlling shareholder Wanjia Group. In recent years, Wanjia Culture has repeatedly tried to merge and restructure in the capital market.
On September 25, 2015, Zhou Mou, a venture capital investment manager of Haitong, introduced the Shanghai Luping Network Technology (referred to as: Shanghai Fast Screen) CEO Lu Mou, Shanghai Dot Research Manager Yi Mou and Kong Deyong, the former Shanghai Columbia University. Researcher Chen met in Hangzhou to discuss cooperation between the two parties.
After a series of statutory procedures such as due diligence, on December 31, 2015, Wanjia Group signed a stake in Shanghai Bright Screen and its shareholders Shanghai Zhibi Investment Management Center, Shanghai Shangmo Investment Management Center and Shanghai Haoyue Investment Management Center. Acquisition Strategic Cooperation Memorandum, stipulates that Wanjia Group intends to propose Wanjia Culture to purchase 100% equity of Shanghai Quickscreen at a price not less than 15 times price-earnings ratio of Shanghai Express Screen 2016 Annual Commitment Net Profit (70 million yuan), that is, the transaction amount will not be Less than 1.05 billion yuan, accounting for more than 50% of Wanjia Culture's total audited assets (1.922 billion yuan) on December 31, 2015. This has already constituted a major asset restructuring.
On April 11, 2016, “Wanjia Culture” was temporarily suspended, and on April 23, a major asset restructuring suspension announcement was issued.
On July 23, 2016, Wanjia Culture announced the “Acquisition Plan” and adjusted the business model of the underlying company as a brokerage business. The valuation was adjusted from the estimated 1 billion to 370 million, and the valuation of 370 million accounted for Wanjia Culture in 2015. The proportion of total audited assets (1.922 billion yuan) on December 31 was 19.25%, accounting for 21.54% of net assets (1.718 billion yuan). According to relevant regulations, it also belongs to “transactions that should be disclosed”.
Therefore, regardless of the “Equity Acquisition Strategic Cooperation Memorandum” or the “Acquisition Plan”, Wanjia Culture’s purchase of 100% equity of Shanghai Quick Screen is a “transaction that should be disclosed” and is a major event stipulated in the Securities Law. In addition, on June 18, 2016, before the official disclosure of Wanjia Culture, this news was inside information.
In other words, September 30, 2015 to June 18, 2016 is a sensitive period for insider information. As the chairman and actual controller of Wanjia Culture and Wanjia Group, Kong Deyong is the leading insider of the Shanghai Fast Screen for Wanjia Culture.
The employee was assisted by the boss, and the insider trading profited 690,000 yuan.
The punishment decision book shows that Su Lihua has worked in Wanjia Group for more than ten years. From 2002 to April 2014, he was a member of the Wanjia Group.real estateThe staff of the Development Co., Ltd. left the Wanjia Group for a while, but returned to the work of the Wanjia Group in October 2015.
On the afternoon of October 8, 2015, Su Lihua and Kong Deyong made a phone call. On the afternoon of October 11, 2015, Su Lihua sent a letter to Kong Deyong asking for a buy recommendation (content: "Kong Kong, stocks, can you buy now?"). At about 13:30 on December 14, 2015, Kong Deyong sent a text message to Su Lihua: "Buy it."
Specific operational details of "inside trading":
On September 30, 2015, the balance of the “Su Lihua” securities account was RMB 112,800. At 9:56 am on October 8, the account transferred 108,000 yuan, and the account balance after transfer was only 0.48 million yuan. At 16:08 on the same day, Su Lihua and Kong Deyong contacted.
On October 9, Su Lihua transferred 1,000 yuan to his securities account, and bought 400 shares of “Wanjia Culture” on the same day, with a turnover of 5,700 yuan.
From October 9th to 10th, Su Lihua's father "Su Moufeng"bankThe account was transferred to Su Lihua's three-party depository account twice for 5.48 million yuan.
At 15:52 on October 11, Su Lihua sent a letter to Kong Deyong asking for a buy recommendation. On October 12, 15 and 21, Su Lihua transferred to the securities account three times for 1.9 million yuan, and after October 12, frequently Buy a lot of "Wanjia Culture". At 13:31:08 on December 14, Kong Deyong sent a text message to Su Lihua: "Buy it." After receiving the SMS, Su Lihua continued to trade "Wanjia Culture."
However, the sudden increase in the amount of purchases in a short period of time, as well as the enlarged trading situation, is still lifting the "inside trading" from the surface.
The penalty decision book shows that the “Su Lihua” account bought 64 stocks from January 2015 to March 2016. The total purchase amount was 3,681,100 yuan, and the average purchase amount per stock was 575,200 yuan. The amount of “Wujia Culture” purchased by “Su Lihua” account from October 9 to December 29, 2015 is more than 10 times the average amount of the stocks purchased, which is the second.Haida Group"Do more than 1% of the purchase amount.
In addition, in the process of insider trading, its daily position on “Wanjia Culture” is also significantly higher than the position before the formation of inside information.
The penalty decision book shows that during the insider trading period, the “Su Lihua” account bought 290,300 shares of “Wanjia Culture” with a turnover of RMB 647,760, and sold 290,300 shares of “Wanjia Culture” with a turnover of RMB 71.77 million. 687,800 yuan.
Five reasons to plead for excuses, the CSRC responded strongly
In the face of all kinds of evidence, Su Lihua did not acknowledge this and offered a defense. During the hearing, Su Lihua and his agent put forward five major objections, and based on these five major opinions, requested the cancellation of the insider trading behavior determination and the proposed administrative punishment:
First, Su Lihua is not an insider of “Wanjia Culture intends to acquire Shanghai Fast Screen” insider information;
Second, telephone contact cannot be used as evidence to determine whether to purchase insider trading of “Wanjia Culture”;
Thirdly, Su Lihua’s large transfer of funds in October 2015 was a coincidence of the date on which his parents’ sales were due, and could not be used as evidence for insider trading;
Fourth, Su Lihua’s trading of “Wanjia Culture” is not “obviously abnormal”, and the contact with Kong Deyong has no effect on his transaction;
Fifth, Su Lihua is not a supervisor of the Wanjia Group, and is not a legal insider.
The CSRC stated:
First, during the sensitive period of inside information, Su Lihua and the insider information insider Kong Deyong had contact, and the transaction “Wanjia Culture” had obvious exceptions such as the sudden borrowing of money to transfer large sums of money, the significant increase in trading volume, and the maintenance of high positions. In combination with its insider information contact, transaction anomaly, and internal information, etc., comprehensively identified Su Lihua to constitute insider trading;
Second, the evidence submitted by Su Lihua can prove that the inside information is sensitive to the fact that it is not a supervisor of the Wanjia Group. It is not a defense of the insider information inside the statutory information, and the CSRC will adopt it according to law.
Su Lihua was fined 2.06 million, and Kong Deyong was fined 600,000.
The punishment decision book shows that the above facts include Wanjia culture-related announcements, agreements, relevant personnel inquiry transcripts, communication records, WeChat records, SMS records, securities account information, securities transaction records,bankThe evidence of capital flow, MAC address and other evidence proves that Su Lihua constitutes insider trading.
According to the illegal facts, nature, plot and social harm of the parties, and the relevant provisions of the Securities Law, the CSRC decided to confiscate the illegal income of Su Lihua of 687,800 yuan and impose a fine of 1,375,700 yuan, with a total fine of 2.063 million yuan; Kong Deyong was fined 600,000 yuan.
(Article source: brokerage China)