Shuangkang brothers (* ST Kangde and Kangmei pharmaceutical) recently made a lot of noise in a shares. Both of them have something in common. They used to be star companies with a market value of 100 billion. However, in the recent financial report, they all said that their huge amount of monetary capital had disappeared, tens of billions, if not, it would be gone. Among them, * ST Kangde is 12.21 billion yuan, while Kangmei is missing nearly 30 billion yuan.
According to the 2018 annual report disclosed by kangdexin, as of the end of the reporting period, the company's book monetary capital was 15.316 billion yuan, of which 12.21 billion yuan was deposited in Xidan Branch of Bank of Beijing. The independent directors strongly questioned the true existence of the company's 10 billion yuan deposit balance in bank of Beijing. Please explain the situation.
On the evening of May 7, kangdexin issued an announcement in response to relevant questions.
12.21 billion yuan?
In its announcement on May 7, kangdexin acknowledged that Xidan sub branch of Bank of Beijing (hereinafter referred to as "Xidan sub branch") and Kangde Investment Group Co., Ltd. (hereinafter referred to as "Kangde investment group") had signed a "cash management cooperation agreement".
According to the announcement, Conde Investment Group has opened a group account in Xidan sub branch, and the above-mentioned Conde investment group and its subordinate enterprises have opened sub accounts in the same sub branch, forming a tree account structure with the accounts of Conde investment group. Xidan Branch of Bank of Beijing said: 'this account has linkage account business in our bank'.
The so-called 'linked account', as stated in the announcement, 'according to the cash management cooperation agreement, the account funds are centralized in real time. When the sub account receives money, the account funds are collected upward in real time, and the sub account records the accumulated balance of deposited funds at the same time. When the sub account makes payment, the account of Conde investment group allocates funds downward in real time to complete the payment. At the same time, the balance of funds deposited in the sub account is deducted, and the account balance is managed according to zero balance, that is, the funds of each sub account are collected into the account of Conde investment group. '
Some people in the industry believe that the linkage account is similar to several companies, which have established a common fund pool with the bank as the platform.
According to the announcement, in fact, on April 29, 2019, Ruihua certified public accountants received the confirmation letter from Xidan Branch of Bank of Beijing, which stated: "the balance of the bank deposit account is 0 yuan, the account has linkage account business in our bank, and the bank collected amount is 12209443476.52 yuan. However, Ruihua certified public accountants learned about the linked account information from Bank of Beijing, and the staff of Bank of Beijing did not reply in the telephone follow-up.
Han Xiaoyu, a researcher at the Financial Research Institute of Tsinghua University, told time finance that any operation under the linkage account must be approved by the linkage account holder. Generally speaking, if a listed company transfers funds to other companies in the account through linkage account, it is basically illegal operation, regardless of the interests of shareholders. However, whether the linkage account of kangdexin is illegal or not requires the relevant departments to check whether there are illegal operations between kangdexin and other companies under the account, and whether they intend to avoid supervision.
In addition, if the balance of the linkage account is 0 yuan, there are generally two possibilities. One is that there is no money in the total account, that is, 12.21 billion yuan is no longer available for new comers. Second, the account was frozen due to loan default. The reasons for the freezing of linkage account are complex. If one of the responsible persons of linkage account has problems, the account may be frozen.
According to the announcement information of kangdexin on May 7, kangdexin belongs to the second situation. The announcement said that its account in Xidan Branch of Bank of Beijing was frozen due to a dispute over financial loan contract, but did not specify the specific amount involved in the frozen account and the content of the loan contract.
Zhang Lin (pseudonym), a certified public accountant of an audit institution in Beijing, once told the times: "some major shareholders of listed companies have hollowed out the assets of listed companies through financial means. For example, in the case of Jinhua shares, the listed company deposits the money in a bank, and the bank gives the controlling shareholder a sum of money. In this way, the controlling shareholder takes the money away, and the deposit of the listed company is equivalent to a kind of mortgage or guarantee. Once the major shareholders do not pay the money, the money will be withheld by the bank, which means that although the account shows a huge amount of deposits, it can not be used. '
The balance of online banking is 12.2 billion!
Imagine a scenario like this. You open your mobile banking app and it shows that you have 100000 yuan in deposit. Then when you go to the teller machine to withdraw 100 yuan, it shows that your deposit is 0!
Isn't it amazing? This happened to Kang Dexin.
After the release of that wonderful annual report on the same day, Shenzhen Stock Exchange issued a letter of concern, asking St kangdexin to explain three points: first, the main purpose and restrictions of 12.2 billion yuan; second, whether the company and its major shareholders have signed a cash management agreement with Xidan sub branch, as well as the main contents; third, the authenticity of entrusted procurement of 2 billion yuan in advance payment, and whether it flows into controlling shareholders and affiliated enterprises.
On the evening of May 7, the company replied to the letter of concern. It was startled to see that the original account of 12.2 billion yuan was so useless!
Let's take a look at the 12.2 billion lost.
The 12.2 billion yuan was put in the Bank of Beijing. At the end of 2018, the books of kangdexin and its three wholly-owned subsidiaries, kangdexin optoelectronics, kangdexin and kangdexin, showed that the total balance of bank deposits in Xidan Branch of Bank of Beijing was 12210067986.20 yuan.
The accounting firm checked the relevant online banking records, which showed that the balance was consistent with the company's financial book balance.
Here comes the weirdest part.
Ruihua certified public accountants sent a letter to Xidan Branch of Bank of Beijing and received a reply.
According to the bank's reply: "the balance of the bank deposit account is 0 yuan, the account has linked account business in our bank, and the bank's collection amount is 12209443476.52 yuan.";
Ruihua accounting firm learned about the linked account information from Bank of Beijing, but the staff of Bank of Beijing did not reply in the telephone follow-up.
Due to the inconsistency between the reply information of Xidan Branch of Bank of Beijing and the balance recorded in the company's book and the balance displayed in the company's online banking, and the inability to implement further effective alternative procedures to obtain sufficient and appropriate audit evidence, Ruihua accounting firm is unable to judge the authenticity, accuracy and appropriateness of disclosure of the ending balance of the above bank deposits.
That is to say, there is indeed 12.2 billion yuan on the account, but you can see it, but you can't touch it! Is it a deposit fraud?
The announcement says that this account is a linkage account. What does that mean?
Kangde investment group, the original major shareholder of St Kangde new (holding 24%), signed the "cash management cooperation agreement" in Xidan Branch of Bank of Beijing to provide cash management service network services for Kangde investment group and its subordinate enterprises.
That's the point.
Kangde Investment Group opened a group account in Xidan sub branch, and its companies, including St kangdexin of a shares and its subordinate enterprises, opened a sub account in the same sub branch, and formed a tree account structure with Kangde investment group account.
According to the "cash management cooperation agreement", the account funds are centralized in real time. When the sub account receives money, the account funds are collected upward in real time. The sub account records the accumulated balance of deposited funds at the same time. When the sub account makes payment, the account of Conde Investment Group allocates funds downward in real time to complete the payment, and the balance of deposited funds in the sub account is deducted at the same time. The balance of the account is managed according to zero balance, that is, all the funds of each sub account are collected into the account of Conde investment group.
The actual balance of the account refers to the actual deposit balance of the sub account. If this method is adopted, the sub account will be displayed as zero according to the zero balance management method mentioned above.
St kangdexin, a listed company, has 12.2 billion yuan in its account. However, according to the linkage account, the money will be transferred to the group parent account of the major shareholders.
Therefore, a concept came into being: the 12.2 billion yuan became an accrual balance, while the actual balance of kangdexin's account was still 0.
St kangdexin's independent directors said in the first quarterly report that kangdexin had illegally signed the "cash management cooperation agreement" with major shareholder kangdexin investment group and Xidan Branch of Bank of Beijing, which led to confusion between listed companies and controlling shareholders in the management and use of funds, and opened a convenient door for controlling shareholders to occupy the funds of listed companies.
The market doubts that the "cash management cooperation agreement" has become a fraud tool
In a comment, microblog investor @ fannaixing said that kangdexin's deposit is 12.2 billion yuan. It turns out that the bank has provided powerful fraud tools: Tractor bank accounts of different legal entities; account funds, with automatic collection function; created the concepts of account actual balance and accrual balance; provided incomplete, deleted bank statements for those who choose accrual balance. The financial innovation of banks has become an accomplice of financial fraud. Although there are many cases of financial fraud in China, bank balance fraud is very rare. If the bank statements are false, how can the economy operate and how can the audit be carried out? Doesn't Xidan Branch of Bank of Beijing need to have its license revoked?
Taishan, a micro BLOG @ investment bank, said: the Bank of Beijing's behavior, which integrates online banking fraud, statement fraud and reply fraud, has led to the loss of CPA audit foundation, and may even deceive regulatory inspection. The market value of kangdexin once reached hundreds of billion yuan. After the break of capital chain and the outbreak of fraud, investors and creditors suffered heavy losses (even the Bank of Beijing estimated that it was also the victim), Bank of Beijing deposit data fraud makes it impossible for investors and intermediaries to prevent,
Another urgent letter from Shenzhen Stock Exchange:
Did the big shareholders move the money?
Shenzhen Stock Exchange issued a letter of concern on May 8, asking * ST Kangde to further explain the specific content of the "cash management cooperation agreement" signed by Xidan sub branch and Kangde investment group, and whether the above agreement leads to the sharing of bank accounts between the company and Kangde investment group, whether there is a situation in which the company's funds are deposited into the accounts controlled by Kangde investment group and its related persons, and whether it leads to the failure of Kangde investment group Investment groups occupy the funds of listed companies for non operating purposes.