Special interview
Author: Zhan Yongyu
2021-01-07 07:30
Last update date: 2021-01-07 09:06
Convoy Global (1019) held another Extraordinary General Meeting (EGM) today (7th). Between the two general meetings, two groups of people "fighted" each other to seize the four major battle lines.
The "Taiwan Gang" even lowered their defense from earlier, and began to move silently in order to maintain the board of directors and increase their chances of winning.
Convoy Global held a special general meeting of shareholders at 6 o'clock today, and once again resolved that the second largest shareholder Kaisa (1638) prince Guo Xiaoqun, proposed to remove Chen Zhihong, Wu Ronghui and other current Convoy directors, and proposed to appoint Ma Shiheng, Shi Liqian and other "own people" into the board.
The two major shareholder camps have "fighted in secret" for more than two years. From the shareholders meeting to the court, Guo Xiaoqun, the "Shenzhen Gang", made numerous moves. Another major shareholder, the "Taiwan Gang" Fubon, originally focused on defense.
Earlier, someone familiar with the listing regulations disclosed to Hong Kong 01 that the Taiwanese Gang was in a state of being beaten on the surface, but in fact this was its strategy. The main defense was to wait for the Shenzhen Gang to "make mistakes." Disassemble the four fronts of the "fighting" of both sides one by one.
Earlier, someone in the financial industry revealed to "Hong Kong 01" that the Taiwanese gang was in a state of being beaten on the surface, but in fact this was its strategy, mainly defending, waiting for the opponent to make a mistake.
(Photo by Ou Jiale)
Battlefront 1: Taiwanese help seize the board of directors
The two camps have equal shareholdings. However, the "Shenzhen Gang" did not have representatives on the board of directors, which is why it has played the "court card" several times.
On the one hand, Convoy, which is in suspension, has not released performance for three years. Shareholders cannot see Convoy’s daily operations. Only the board of directors understands Convoy’s actual situation.
On the other hand, the EGM held from before 2017 to November 26 last year has seen that the chairman has great powers, including vetoing the voting rights of major shareholders and terminating the general meeting at any time.
On the board, the Taiwan Gang only needs to hold the board of directors. It is not easy for the Shenzhen Gang to enter the board of directors by holding an EGM vote. The Taiwan Gang keeps the board of directors tight.
Before today's EGM, the pro-Taiwan Fubon Convoy Board of Directors appointed a total of five new directors, including Li Jinyi, a former director of Fubon Financial Holdings; Chairman Chen Zhihong was transferred to a non-executive director.
Li Jinyi served as a director of Fubon Financial Holdings.
(Online picture)
Battlefront 2: Star foreign aid vie for attention
There is no SAY in the Shenzhen Gang, but it has a lot of voice outside the bureau.
In addition to hoping that Guo Xiaoqun would join the board of directors, the Shenzhen Gang also moved Ma Shiheng and Shi Liqian, a member of the "independent director king" legislative councillor, to join the board.
Although it hasn't been done yet, it has won a lot of exposure and focus of public opinion.
In the past, Ma Shiheng dealt with many difficult events such as high-speed rail overruns and overtime.
The "independent director king" Shi Liqian currently serves as the independent director of 16 companies and has extensive experience in overseeing companies.
In addition, Xie Weijun spoke on behalf of a group of minority shareholders, and also successfully attracted the spotlight.
After receiving the letter of complaint from the minority shareholders, Xie Weijun has conveyed it to the Secretary for Financial Services and the Treasury, Xu Zhengyu.
The Shenzhen Gang was slightly better in the battle of public opinion, but it remains to be seen how effective it is to enter the game.
In addition, in the early days, nearly a hundred minority shareholders collectively approached Xu Jiajian, associate professor of economics at Crimson University in the United States, to "protect their rights," and Xu Liguo became a consultant for Kanghong's minority shareholders' rights protection obligations.
Some minority shareholders have even reported several times and issued open letters requesting Convoy to disclose its accounts and hold management accountable.
The incident also increased the public's attention to the Convoy incident.
In the past, Ma Shiheng handled many difficult events such as high-speed rail overruns and timeouts, and all overdue the schedule to complete the tasks.
(Photo by Zhang Haowei)
Battlefront 3: The court opens a new battlefield
Kang Hong had already filed a lawsuit in the High Court as early as 2017, and the charges included Cao Guizi, the "Stock Market Doctor", Guo Xiaoqun, the Shenzhen Gang, and Chen Peixiong.
Not only does it require the freezing of Cao Guizi’s assets, it also requires the court to issue an injunction order prohibiting Guo Xiaoqun and Chen Peixiong from voting on the board of directors and winning the case.
The Shenzhen Gang earlier appealed against Kanghong's decision to veto its voting rights in 2017 and the EGM banned Guo Xiaoqun from voting for an injunction order, but they failed to get the sweet spot.
Chen Peixiong, who is closely related to the Shenzhen Gang, also took judicial action. The focus shifted from the recognition of shares to the failure of directors to perform their duties to the company.
He filed a complaint with the High Court on November 25 last year, suing Kang Hong’s board of directors, two holdings of Kang Hong shares, an investment entity controlled by the Taiwanese Fubon Cai Mingxing family, and a "Zhu Xiao Yan" (transliteration: 朱晓燕) Convoy minority shareholders.
According to the petition, Chen Peixiong accused the company's board of directors of failing to perform its duties to the company, thereby harming the company's listing status.
Chen Peixiong also sought relief (among other things), issued an order to restrict directors from continuing to serve as directors before the reorganization of the board, and appoint independent managers to manage company affairs. The case is scheduled to be heard on January 27 this year.
Chen Peixiong filed a lawsuit against Kang Hong's board of directors in the High Court on November 25 last year.
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Front 4: Support from minority shareholders
Convoy has been suspended for nearly three years. Faced with a high chance of delisting, the minority shareholders have lost their money. The minority shareholders are like ants on a hot pot.
In this battle, the minority shareholders who have the least say in it unexpectedly become the target of both sides, and at the same time they want to win more people "platform."
After Convoy's last EGM was quickly concluded, a group of minority shareholders also gathered and expressed their support for Ma Shiheng and others to join the board of directors, hoping that the company can resume trading as soon as possible and cash out.
According to the scene, the minority shareholders were excited at Ma Shiheng, and some minority shareholders shouted "Come on" to Ma Shiheng.
Originally, each of the two parties held about 30% of the shares, which can be described as evenly matched. In order to break the deadlock, the Shenzhen Gang silently absorbed more shares to support.
Kaisa’s senior consultant Tan Lining stated in November last year that he represented 51.2% of shareholders. Although there are still opinions on this figure, the Taiwanese Gang finally recruited three days before the EGM convening, and planned to "DQ" all of the shares controlled by the Shenzhen Gang. , Kanghong announced that after thorough investigation, there are reasons that in addition to Guo Xiaoqun’s original shareholding, the remaining 51.2% of the shares were mostly obtained through different forms of contacts of Mystery.com, and it plans to add more defendants.
In fact, if Shenzhen Gang’s shareholding and the remaining shareholders' equity exceeds 50%, it may make an unconditional tender offer.
In this regard, Ma Shiheng accepted the response of "Hong Kong 01" earlier, even if the major shareholders wanted to buy, they were unable to bid because they had not read the latest accounts of Convoy.
Convoy asked Ma Shiheng to help them with the last EGM.
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Convoy Convoy Storm Ma Shiheng
