"10 month is a hurdle." After the "Eleventh" holiday, you should be especially careful to step on the thunder when investing in the shares of companies that have not been reformed. It is certainly a great advantage to complete the share reform and reorganization in a short time, and many stock reviews are also pursuing such a concept. However, the leftovers from the share reform have become "leftovers" because there are too many variables and uncertainties.
Starting today, G shares will be retired, and the abbreviation of companies that have not implemented share reform will be marked with "S". This indicates that the officially recognized share reform era has ended, and the remaining companies in the "S" share era will face embarrassment.
Both Shanghai and Shenzhen Stock Exchanges have made it clear that if the stocks marked with "S" are not reformed by the end of the year, the trading system will be adjusted.
What are the limitations of the "S" trading system? Market analysts predict that the exchange may limit the rise and fall of "S" shares to less than 5%, just like ST shares. The market has been rumored for a long time, and relevant officials said that companies without share reform will enter the third board market. It has even been pointed out that companies that refuse share reform will be restricted by refinancing, and even be temporarily suspended or stopped trading.
According to the statistics provided by Deding Investment, by the end of the festival, 1062 listed companies had completed the share reform,1.9 companies had entered the share reform process but did not implement the share reform, and 1.62 companies did not carry out the share reform, accounting for1.2 of the total number of listed companies. In the end, almost every family has a difficult experience.
The "bad debts" of shareholders are the most common.
-Tunhe-Delong sequela;
-Northeast Expressway (Information Market Forum)-Capital and criminal cases, the dispute over control rights is pending;
-Sanlian Trading Co., Ltd. (Information Market Forum)-Major shareholders take money and shareholders are in conflict;
-Jiugui Liquor (Information Quotes Forum)-Major shareholders occupy money, and local governments are reluctant to marry;
-Huayuan Co., Ltd. (Information Market Forum)-The major shareholder takes money, and the restructuring is too tossing;
-* ST Kelon-after being hollowed out by Gu ...
Most of the remaining companies without share reform suffered serious losses, their shares were frozen and their major shareholders contributed. Years of losses, poor asset quality, and the inability of major shareholders to pay the consideration to meet the requirements of circulating shareholders are the difficult thresholds for share reform of such companies.
It is an indisputable fact that the situation of paying off debts occupied by non-share reform companies is grim. According to statistics, as of June 30 this year, there are still 147 companies in Shanghai and Shenzhen stock markets with capital occupation problems, with the occupation balance as high as 31500 million yuan. Among these companies with capital occupation problems, companies without share reform account for the vast majority. The issue of shareholders has condensed the epitome of corporate governance in the past.
The inseparable reform of Delong troika
*ST Tunhe (Information Market Forum) has been fully reorganized for quite some time, but the news of share reform that investors expected has been delayed. The reason is still the fault of major shareholders.
Relevant persons of *ST Tunhe said: "The share reform was proposed by the major shareholder, but the major shareholder of *ST Tunhe is still Delong. The shares of *ST Tunhe held by Delong have been pledged to the creditor bank, and COFCO cannot complete the transfer. At present, Huarong Asset Management Co., Ltd. is responsible for the aftermath of Delong, so at present, no major shareholder can put forward suggestions for share reform, so there is no way for share reform. "
The source also said that there is no timetable for equity transfer at present, so there is no timetable for share reform. On the issue of *ST Tunhe share reform, if there is no management to coordinate, I am afraid it will be difficult to implement this year.
The situation of Xiang Torch (information forum) and *ST alloy is exactly the same as that of *ST Tunhe. Collectively known as the Troika of Delong Department, it plays an important role in Delong Department. Now, due to the lack of major shareholders, the share reform cannot be started. I'm afraid all this will have to wait until Huarong Asset Management Company reaches an agreement with the relevant banks.
The arrears of major shareholders delay the share reform.
On September 1 2006, Northeast Expressway Co., Ltd. disclosed that it "strives to enter the share-trading reform procedure before the end of September 2006", but due to the failure of non-tradable shareholders to reach an agreement on the share-trading reform, it still failed to enter the share-trading reform procedure before the end of September. The company strives to enter the share reform procedure before the end of 2006 10 at the earliest and 2006 12 at the latest.
Listed companies are controlled by major shareholders, so their announcement attracts people's attention, and the responsibility of not being able to reform shares is pushed to the differences among non-tradable shareholders, but the reasons for the differences are not mentioned in the announcement. According to relevant reports, the reason why we really can't enter the share reform is because the problem of huge capital occupation by major shareholders can't be solved satisfactorily.
Similar companies include Jiugui Liquor, Meiling Electric (Information Market Forum) and Sanlian Trading Company. Wang Leyan, an analyst in fortune securities, said that compared with the listed companies in Delong, the problem of share reform in these companies is relatively easy to solve, and the management also explicitly requested these companies to solve the problem as soon as possible and carry out share reform. Therefore, Wang Leyan believes that it is still possible for companies such as Northeast Expressway to enter the share reform process within this year.
Huayuan shares: first restructuring and then share reform
Huayuan Co., Ltd. (600094) gradually fell into the overall crisis due to the tight capital chain. As of June 65438+February 3, 20051day, the balance of the company's funds occupied by the controlling shareholder and its affiliated enterprises was 358 million yuan. In order to change the status quo, the company disclosed the debt settlement plan and its implementation schedule in the 2005 annual report. The company said that it will continue to strictly implement the implementation progress of the debt settlement plan and fully recover the occupied funds.
According to media reports, insiders of Huayuan Group said that the overall restructuring plan of Huayuan was finally settled. The overall plan of China Resources Group (hereinafter referred to as "China Resources") contributing 5 billion yuan and CDH Fund contributing 2 billion yuan has been approved by SASAC, and the restructuring of Huayuan Group led by China Resources has also entered substantive operation.
However, all kinds of good news have never been able to call out a clear timetable for the reform of Huayuan shares. Up to now, the company has not issued any announcement about share reform. Wang Leyan, an analyst in fortune securities, believes that restructuring is a prerequisite for the company's share reform. Only when the controlling shareholder completes the restructuring as soon as possible can Huayuan shares complete the share reform before the end of the year stipulated by the CSRC.
*ST Kelon: an authentic household with difficulties in share reform
Companies with poor performance are the "main force" of households with difficulties in share reform, and it is even more difficult for listed companies like *ST Kelon to reform shares.
Throughout the announcement of *ST Kelon in the last year, a series of unfavorable announcements are constantly coming into view. Gu, once an all-powerful M&A expert, spent 560 million yuan in 2000/KLOC-0 to acquire a 20.6% stake in Guangdong Kelon Electric Appliance (Information Market Forum), one of the four giants in China's refrigerator industry. He was also a "political prisoner who listened to cicadas", and he was too busy. So far, no company executive can explain the specific time when *ST Kelon entered the share reform process. Only some optimistic analysts believe that the company's share reform will not be later than the end of this year, but the market outlook is still unpredictable.
Foreign ownership: a game of "no score"
Foreign shareholders are a "double-edged sword", which can not only cause huge benefits in the secondary market, for example, Hao Ximeng, the first financing order of G shares, increased his holding of G Huaxin (Information Market Forum) to holding; It can also cause huge negative suspense. Generally speaking, compared with domestic shareholders, foreign shareholders will be tougher in consideration payment and more "uncertain" in merger and acquisition approval.
Shenzhen Development (Information Market Forum): The Dilemma of Zero Consideration
There has never been a company like Shenzhen Development Co., Ltd. (00000 1, hereinafter referred to as "SDB"). Although it has been revised, SDB's share reform plan is still close to zero consideration: after the share reform is completed1the last 60 trading days of 2 months, if the average share price is not between 7.25 yuan and 8 yuan. 75 yuan, SDB will pay dividends in the form of orientation.
As expected, at the SDB shareholders' meeting in July 17, 38.92% of the voting shareholders agreed to the SDB share reform plan; 37.28% opposed; 23.79% abstained. Even three of the top five tradable shareholders of ——SDB, an institutional investor who had done a good job of communication in advance, abstained. At the same time, the circulating shareholders of SDB chose to vote with their feet, which made SDB's share price drop from 8.99 yuan/share before the share reform plan to around 7 yuan. Even though this year's interim results rose by 65,438+0.76%, SDB's share price failed to climb to 8 yuan.
The share reform of SDB has reached a deadlock, but this is only one of a series of deadlock. The largest shareholder of SDB, Xinqiao Asia AIV, L.P. (hereinafter referred to as "Xinqiao Holdings") is a foreign shareholder. In 2004, the original shares were transferred to SDB at a premium, and * * * held 65,438+07.89% of the foreign legal person shares of SDB, and the non-tradable shares of SDB did not exceed 28% of the total share capital. If the consideration is paid, Xinqiao will bear most of it. At the end of this year, the lock-up period of Shenzhen Development Stock held by Xinqiao Holdings expired, and Xinqiao Holdings sought other investors to take over. At this critical juncture, let alone whether Xinqiao Holdings is willing to pay a large price for SDB to pass the share reform, and it is very likely that the person who finally pays the consideration according to the share reform plan is the new shareholder who succeeds Xinqiao Holdings. It is hard to say whether the new shareholder is willing to pay. In the foreseeable future, it is impossible to solve the share reform and introduce new investors.
This also makes it difficult for SDB to improve its shocking capital adequacy ratio. Looking closely at the mid-year report of Shenzhen Development Bank in 2006, there are two financial indicators that are not up to standard: First, the single largest customer loan ratio is 12.64%, which is higher than the prescribed limit 10%, but it is lower than in previous years. Then there is the capital adequacy ratio, which has not exceeded 4% since 2004 and has been declining since the end of 2005. As of June 30, 2006, the capital adequacy ratio of SDB was 3.58%, which was far from the safety line of 8%. It is reported that SDB will introduce GE into the stock market and issue subordinated debt to solve the capital adequacy ratio problem, but the share reform has not been completed, which is wishful thinking.
Xugong Technology (Information Market Forum): Controversial Foreign Mergers and Acquisitions
The merger of Carlyle Xugong, which caused an uproar, has been stranded repeatedly, which is a typical example of foreign capital problems hindering the pace of share reform. In June 5438+last year 10, Carlyle Group wanted to acquire 85% shares of Xugong Machinery for US$ 375 million. However, the discussion about foreign M&A threatening national economic security is heating up day by day, and the Xugong M&A case is still waiting for the approval of the Ministry of Commerce.
According to media reports, Carlyle Group is considering reducing its shareholding ratio to 50% in order to win the approval of China government for its acquisition of Xugong Machinery. 10 year 10 25th, Xugong merger agreement will expire. Before that, can Carlyle Group's proposal be passed? If it is successfully passed, Xugong Technology will immediately carry out share reform, and if it fails, it will continue to be postponed.
Dongfeng technology (information market forum): Japanese shareholders are hesitant
Up to now, Dongfeng Technology has neither issued a share reform motion nor issued any suggestive announcement. According to media reports, the biggest resistance to the share reform of Dongfeng Technology comes from the differences of joint venture shareholder Nissan Motor Company.
This shareholder holds 37.5% of the total share capital of Dongfeng Technology, and together with Dongfeng Motor (Information Market Forum) Industrial Investment Co., Ltd. accounts for 75% of all non-tradable shares. The consideration payment can only be determined after consultation with Japanese shareholders. However, Japanese shareholders are still hesitant to pay the consideration, which makes Dongfeng Technology unable to carry out share reform.
Le Kai Film (Information Market Forum): Kodak's Equity Loss.
In 2003, Kodak acquired 65,438+03% shares of Le Kai Film at the price of 8.3 yuan per share, with a premium of 65,438+092.25%. Kodak became the second largest shareholder of Le Kai Film, second only to Le Kai Group. The two sides also agreed that Kodak will hold a 7% stake in Le Kai Film before April 2006.
However, due to the decline of the film industry, the share price of Le Kai Film has fallen by about 4 yuan, and Kodak is unwilling to continue to increase its holdings. According to the semi-annual report released by Le Kai Film 18 in August, Kodak still holds only 13% of the shares in Le Kai. And according to the current share price of Le Kai Film, Kodak has lost half of it, so I'm afraid it's very reluctant to pay the consideration.
Dilemma between privatization and share reform
Sinopec's subsidiaries are far apart.
Since August 18, when Sinopec announced its entry into the share reform process, five subsidiaries of Sinopec, which are still listed, have been pushed to the forefront again. Once again, the debate about whether to reform the shares first or privatize them is rampant.
Originally, the best situation was that when the stock price was at an appropriate price, direct privatization without share reform could save the cost of paying the consideration for share reform. However, due to the expectation of privatization, since Sinopec announced the privatization of four subsidiaries in February, the share prices of these five companies have all increased significantly.
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