香港聯合交易所有限公司
(香港交易及結算所有限公司全資附屬公司)
THE STOCK EXCHANGE OF HONG KONG LIMITED
(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)
The Stock Exchange of Hong Kong Limited
CENSURES:
(1) Zhejiang Prospect Company Limited (Delisted, previous Stock Code: 8273)
IMPOSES A PREJUDICE TO INVESTORS’ INTERESTS STATEMENT against:
(2) Mr Fei Guo Yang, former Chairman and executive director;
(3) Mr Hong Guo Ding, former executive director and compliance officer;
(4) Mr Hong Chun Qiang, executive director;
(5) Mr Li Zhang Rui, former non-executive director;
(6) Mr Tang Cheng Fang, non-executive director;
(7) Mr Ma Hong Ming, independent non-executive director;
(8) Mr Lu Guo Qing, independent non-executive director;
(9) Mr Wang He Rong, independent non-executive director;
CENSURES:
(10) Ms Tang Jing Jing, former non-executive director;
(11) Mr Tang Jing Qi, non-executive director;
(12) Mr Hong Jin Shui, supervisor;
(13) Mr Chen Jin Long, supervisor;
(14) Mr Feng Yun Lin, supervisor;
(15) Mr Wang Ye Gang, supervisor; and
(16) Ms Lin Ya, supervisor.
The statement made in respect of each of the directors numbered (2) to (9) above is made in addition to a public censure against him. The Prejudice to Investors’ Interests Statement is a statement that, in the Exchange’s opinion, had he remained on the board of directors of the Company, his retention of office would have been prejudicial to the interests of investors.
AND FURTHER DIRECTS:
Ms Tang Jing Jing and Mr Tang Jing Qi to attend training.
Between 2017 and early 2018, the Company entered into 28 transactions involving an outflow of RMB 365.4 million by way of prepayments or deposits. Some of the counterparties were connected or related to the Company. All the transactions were cancelled within a month, and the prepayments/deposits were refunded to the Company. The Company failed to comply with the announcement, circular and/or shareholder approval requirements.
The above directors failed to discharge their directors’ duties in respect of conflicts of interest, and/or the effectiveness of the Company’s internal controls. The Company and eight of the directors had been publicly censured by the Exchange in 2012 for failures in respect of a very substantial acquisition and a major transaction.
All of the above supervisors failed to cooperate with the Exchange’s investigations.
Key Messages:
Directors should pay close attention to unusual patterns of transactions, particularly those involving a substantial outflow of money and/or with questionable commercial rationale, and consider Rule implications.
An internal control framework, once implemented, must be continuously maintained to ensure its effectiveness.
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