Zhitong Finance App News, Keson Technology (603626.SH) issued an announcement. The company and relevant responsible persons recently received administrative supervision measures decisions issued by the Jiangsu Regulatory Bureau of the China Securities Regulatory Commission (“Jiangsu Securities Regulatory Bureau”), which are the “Jiangsu Securities Regulatory Bureau's Decision on Issuing Warning Letter Measures against Kunshan Keson Technology Co., Ltd., Xu Jingen and Zhu Daibing” and “Jiangsu Securities Regulatory Bureau's Decision on Issuing Warning Letter Measures against Xu Jingen, Wang Dongmei, Xu Xiaoyi, and Zhejiang Qihou Asset Management Co., Ltd.” (collectively the “Decision”).
According to the “Decision”, on December 28, 2023, Wang Dongmei, one of the actual controllers of the company, and Xu Xiaoyi, the co-actor, signed an “Equity Transfer Agreement” with Zhejiang Qihou Asset Management Co., Ltd. (Zhejiang Qihou Asset Management Co., Ltd.), agreeing that Wang Dongmei and Xu Xiaoyi will transfer 28 million shares of the company to Zhejiang Qihou. The unit price of the transfer of shares is 7.83 yuan/share. On December 28, 2023, the company disclosed the “Prompt Notice Concerning the Transfer of Certain Shares and Changes in Equity by Shareholders' Agreement” in accordance with the “Equity Transfer Agreement” described above. On December 28, 2023, Wang Dongmei, Xu Xiaoyi, and Zhejiang Qihou each disclosed the “Simplified Equity Change Report” in accordance with the “Equity Transfer Agreement” described above.
According to reports, on December 28, 2023, Xu Xiaoyi also signed a “Share Loan Agreement” with Wang Ji, the legal representative of Zhejiang Qihou, to provide loans related to the share transfer to Xu Xiaoyi's relevant parties. The company did not disclose the relevant circumstances of the “Share Loan Agreement” in the interim announcement relating to changes in equity. The disclosure of information was incomplete, in violation of relevant regulations. Xu Jingen and Wang Dongmei are aware of the signing of the relevant agreement. Xu Jingen, Wang Dongmei, Xu Xiaoyi, and Zhejiang Qihou, as information disclosure obligors for the equity change announcement, did not disclose the relevant content of the “Share Loan Agreement” in the announcement relating to the change in equity. As a result, the disclosure of information in the notice relating to the change in equity was incomplete. The above acts violated the relevant regulations. According to relevant regulations, the Jiangsu Securities Regulatory Bureau decided to take supervisory measures to issue warning letters against the company, Xu Jingen, and Zhu Daibing, and record them in the securities and futures market integrity files; take administrative supervision measures to issue warning letters against Xu Jingen, Wang Dongmei, Xu Xiaoyi, and Zhejiang Qihou, and record them in the securities and futures market integrity file.