China-Singapore Jingwei Client, April 13th. According to the news on the website of the China Securities Regulatory Commission on the 13th, the China Securities Regulatory Commission issued an administrative penalty decision and adopted lifelong security market bans against Jia Yueting and Yang Lijie.

　　The China Securities Regulatory Commission’s market ban decision (5 responsible entities including Jia Yueting and Yang Lijie) [2021] No. 7 shows that there are 5 parties.

They are:

Jia Yueting

, male, born in December 1973, the actual controller of LeTV Information Technology (Beijing) Co., Ltd. (hereinafter referred to as LeTV), and then chairman of LeTV. His address: Yaodu District, Linfen City, Shanxi Province.

Yang Lijie

, female, born in January 1975, was the chief financial officer of

LeTV at the time

, and her address was Changping District, Beijing.

Liu Hong

, male, born in March 1973, was the vice chairman and deputy general manager of LeTV at the time, and his address was Dongcheng District, Beijing.

Wu Meng

, male, born in January 1973, was a supervisor and chairman of the board of supervisors of LeTV.com.

Address: Chaoyang District, Beijing.

Jia Yuemin

, male, born in January 1968, was the deputy general manager of LeTV at the time, and his address: Chaoyang District, Beijing.

　　In accordance with the relevant provisions of the "Securities Law of the People's Republic of China" (hereinafter referred to as the "Securities Law") revised in 2005, the China Securities Regulatory Commission conducted investigations and trials on the illegal information disclosure and fraudulent issuance of LeTV. The facts, reasons, basis of the punishment and the rights enjoyed by the parties in accordance with the law.

The party involved Jia Yueting and others put forward statements and defense opinions, and requested a hearing.

The China Securities Regulatory Commission held hearings on December 1 and December 2, 2020, and heard the parties’ statements and defense opinions.

The investigation and trial of this case have now been concluded.

After investigation, LeTV, Jia Yueting and others have the following illegal facts.

　　The China Securities Regulatory Commission pointed out that

LeTV had falsified its financials from 2007 to 2016. The documents submitted and disclosed for the initial public offering and listing (hereinafter referred to as IPO) and the 2010-2016 annual report contained false records.

　　According to investigations, in 2007, LeTV had an inflated revenue of 9.3995 million yuan and an inflated profit of 8.7023 million yuan (inflated profits accounted for 59.27% ​​of the total disclosed profits for the current period, the same below); in 2008, an inflated revenue of 46.155 million yuan and an inflated profit of 4308.25 10,000 yuan (136.00%); in 2009, the inflated revenue was 93.757 million yuan, and the inflated profit was 88.831 million yuan (186.22%); in 2010, the inflated revenue was 99.618 million yuan and the inflated profit was 94.434 million yuan (126.19%); in 2011, the inflated revenue Increased revenue of 69,376,500 yuan, inflated profit of 65,291,300 yuan (39.75%); in 2012, inflated revenue of 89,653,300 yuan, inflated profit of 84,451,100 yuan (37.04%); in 2013, inflated revenue of 19,989,700 yuan, and inflated profit of 19,339.69 10,000 yuan (78.49%); 2014 inflated revenue was 351,941,900 yuan, inflated cost was 5.9038 million yuan, inflated profit was 342.7038 million yuan (470.11%); in 2015, inflated revenue was 399,223,900 yuan, and inflated cost was 9,434,400 yuan, The inflated profit was 382,951,800 yuan (516.32%); in 2016, the inflated revenue was 512,470,000 yuan, the inflated cost was 30,851,500 yuan, and the inflated profit was 432,763,300 yuan (-131.66%).

Details are as follows:

　　(1) At the initial issuance stage, LeTV uses fictitious business and false payment collection to inflate its performance to meet the listing and issuance conditions, and continue until after the listing

　　1. The fictitious business of the company actually controlled by Jia Yueting and the establishment of a false capital cycle through the bank account controlled by Jia Yueting to inflate performance.

　　In 2007, LeTV, through Beijing Yirongtong Investment Consulting Co., Ltd. fictitious business, fictitious capital circulation, inflated business income of 2,971,500 yuan, corresponding to inflated profits of 2,638,800 yuan.

In 2007, 2008 and 2009, LeTV, through Beijing Tonglian Xinda Technology Co., Ltd. fictitious business and fictitious capital circulation, respectively inflated business revenue of 6.608 million yuan, 6.065 million yuan and 39,900 yuan, and correspondingly inflated profits of 6,244,600 yuan. , 5,731,400 yuan and 37,700 yuan.

In 2008 and 2009, LeTV, through the fictitious business and fictitious capital circulation of Wanglian Wanmeng Technology Co., Ltd., respectively inflated business revenue of 5.68 million yuan and 1.156 million yuan, and correspondingly inflated profits of 5.367 million yuan and 1.093 million yuan.

In 2009 and 2010, LeTV, through the fictitious business and fictitious capital circulation of Tianjin Shitong Tianyu Technology Co., Ltd., respectively inflated business revenue of 10.4689 million yuan and 12.281 million yuan, and correspondingly inflated profits of 9,893,100 yuan and 11.6059 million yuan.

In 2008 and 2009, LeTV through Nanjing Xinmoke Technology Co., Ltd. fictitious business and fictitious capital circulation, inflated business revenue of 1.86 million yuan and 4.473 million yuan, correspondingly inflated profits of 1.577 million yuan and 4.2276 million yuan.

The above-mentioned companies are all companies actually controlled by Jia Yueting.

　　2. Inflate performance by fictionalizing business with third-party companies and constructing a false capital cycle through a bank account controlled by Jia Yueting.

　　From 2008 to 2012, LeTV, through fictitious business with Beijing Xinruili Advertising Co., Ltd. and fictitious capital circulation, respectively inflated revenues of 7.06 million yuan, 18.1085 million yuan, 27.546 million yuan, 12.86 million yuan, and 950,000 yuan, respectively. Profits were 6,671,700 yuan, 17.1126 million yuan, 26.0316 million yuan, 12.1536 million yuan, and 897,800 yuan.

In 2008 and 2009, LeTV through fictional business with Beijing Zhongshi Longsheng Advertising Co., Ltd. and fictitious capital circulation, respectively inflated revenues of 5.3570 million yuan and 3.2454 million yuan, correspondingly inflated profits of 5.0623 million yuan and 3.0669 million yuan.

In 2009, LeTV used fictitious business with Beijing Activation Advertising Media Co., Ltd. and fictitious capital circulation, resulting in an inflated revenue of 6,576,900 yuan and a corresponding inflated profit of 6,215,200 yuan.

From 2009 to 2015, through fictitious business with Beijing Chunqiucheng Advertising Co., Ltd. and fictitious capital circulation, inflated revenues of 5.186 million yuan, 14.01 million yuan, 21.31 million yuan, 18.9 million yuan, 430464 million yuan, 19,615,800 yuan and 3.066 million yuan respectively. Yuan, the corresponding inflated profits were 4.908 million yuan, 13.2394 million yuan, 20.138 million yuan, 17.8605 million yuan, 430464 million yuan, 19,615,800 yuan, and 3.066 million yuan.

　　3. In the real business dealings with customers, inflated the performance by pretending to be refunds and other methods.

　　From 2008 to 2016, LeTV used to pretend to be customers in its business dealings with UMF Technology Co., Ltd., and inflated revenues of 1.4162 million yuan, 7.5009 million yuan, 15.0987 million yuan, 15.3442 million yuan, 3.702900 yuan, respectively. -8864 million yuan, -3,258,400 yuan, 168,800 yuan, -237,000 yuan, a total of 38,851,100 yuan, corresponding inflated profits of 1,338,300 yuan, 7,080,400 yuan, 14,268,300 yuan, 14.502 million yuan, 3,499,300 yuan, -83.77 yuan RMB 10,000, RMB -3077,300, RMB 168,700, and RMB -237,000, for a total of RMB 38,659,300.

From 2008 to 2013, in its business dealings with China United Network Communications Group Co., Ltd., LeTV inflated its revenue by 18,713,300 yuan, 3,700,700 yuan, 20,103,700 yuan, 15,692,500 yuan, and 15,891,300 yuan by impersonating customers to collect payments. Yuan, -3.6103 million yuan, a total of 103,770,700 yuan, corresponding inflated profits of 17.6876 million yuan, 34.9657 million yuan, 18.98 million yuan, 14.8295 million yuan, 15.0173 million yuan, -3.4118 million yuan, for a total of 98,063,300 yuan.

　　(2) Financial fraud situation after LeTV's online market in 2010

　　After LeTV's online market in 2010, in addition to using its own funds to recycle and collude to "pass through" fictitious business income, it also continued to inflate its performance by forging contracts, failing to actually implement framework contracts or unilaterally confirming swap contracts.

　　1. Fictitious advertising business recognizes revenue, and accounts receivable are left on account for a long period of time when there is no fund return, thereby inflating business revenue and profits.

　　In 2014 and 2015, LeTV, through the fictitious business and long-term accounts receivable of Shanghai Jiushang Advertising Communication Co., Ltd., inflated revenues of 9,434,400 yuan and 9,434,400 yuan respectively, and correspondingly inflated profits of 9,434,400 yuan and 9,434,400 yuan.

In 2015, LeTV.com through Beijing Lingji Technology Co., Ltd. fictitious business and long-term accounts receivable accounting, inflated income of 26,895,300 yuan, and correspondingly inflated profits of 26,895,300 yuan.

In 2015, LeTV, through Shanghai Muji Network Technology Co., Ltd. fictitious business, long-term account receivable account, inflated income of 26,886,800 yuan, and corresponding inflated profit of 26,886,800 yuan.

In 2015 and 2016, LeTV, through the fictitious business and long-term accounts receivable of Beijing Mido Meixiu E-Commerce Co., Ltd., inflated revenues of 9,104,900 and 1,272,400 respectively, and correspondingly inflated profits of 9,104,900 and 1,272,400. yuan.

In 2015, LeTV, through the fictitious business and long-term accounts receivable of Shanghai Hippo Culture Technology Co., Ltd., inflated revenue of 18.8679 million yuan and corresponding inflated profits of 18.86779 million yuan.

From 2015 to 2016, LeTV through Beijing Yimei Advertising Co., Ltd. fictitious business and long-term accounts receivable account, respectively, inflated revenues of 58490,600 yuan and 2.4245 million yuan, correspondingly inflated profits of 58490,600 yuan and 2.4245 million yuan.

From 2013 to 2016, LeTV, through Beijing Derong Jiayi Advertising Co., Ltd.’s fictitious business and long-term accounts receivable accounting, inflated revenues of 2.0755 million yuan, 161,300 yuan, 9.6852 million yuan, and 858,300 yuan respectively. Increased profits were 2.0755 million yuan, 161,300 yuan, 9,685,200 yuan, and 858,300 yuan.

In 2014 and 2015, LeTV through Beijing Xuezhitu Network Technology Co., Ltd. fictitious business and long-term accounts receivable account, respectively inflated revenue of 9,721,900 yuan and -7.4018 million, corresponding inflated profits of 9,721,900 yuan and -740.18 Ten thousand yuan.

In 2016, LeTV through Beijing Weiwangming Technology Co., Ltd. Tianjin Branch's fictitious business and long-term account receivable account, inflated revenue of 47.207 million yuan, and correspondingly inflated profit of 47.207 million yuan.

　　2. Fictitious advertising business recognizes revenue, and in the case of no fund return, subsequent intangible assets will be used to offset all or part of the accounts receivable, and the corresponding fictitious costs and profits will be calculated.

　　In 2015 and 2016, LeTV through the fictitious business of Guangzhou Vipshop Information Technology Co., Ltd., respectively inflated revenue of 26,389,300 yuan and 1,861,100 yuan, and correspondingly inflated profits of 26,389,300 yuan and 1,861,100 yuan.

LeTV, through the fictitious business of Okay Aviation Co., Ltd. Tianjin Branch, inflated revenue and cost of 122,600 yuan and 130,000 yuan in 2014, and inflated revenue of 44,905,700 yuan in 2015, corresponding to inflated profits in 2014 and 2015 by -0.74 Ten thousand yuan, 44,905,700 yuan.

In 2015, LeTV through the fictitious business of Shanshui Wenyuan Kaiya Real Estate Development Co., Ltd., inflated revenue of 9,434,400 yuan, and correspondingly increased profits of 9,434,400 yuan.

　　3. Continue to inflate performance through fictitious business with third-party companies and build a false capital cycle through Jia Yueting's control of bank accounts.

　　In 2010, 2011, 2012, 2013 and 2014, LeTV used fictitious business with Guangzhou Jiding Network Technology Development Co., Ltd. and fictitious capital circulation, which inflated revenues of 5,464,700 yuan, 4,168,800 yuan, 30,813,300 yuan, respectively. 17.41 million yuan and 12.053.1 million yuan, corresponding to inflated profits of 5.164 million yuan, 3.395 million yuan, 29.118 million yuan, 16.461 million yuan, and 12.053.1 million yuan.

In 2014, LeTV made a fictitious business with Beijing Zhongrun Infinite Technology Co., Ltd. and fictitious capital circulation, resulting in an inflated income of 13.8944 million yuan and corresponding inflated profits of 13.8944 million yuan.

In 2010, 2012 and 2013, LeTV used fictitious business with Beijing Huanyu Mobile Technology Development Co., Ltd. and fictitious capital circulation, which inflated revenues of 5.113 million yuan, 19.395700 million yuan and 5.928 million yuan respectively, and correspondingly inflated profits of 4.8317 million yuan. , 18.3289 million yuan and 5.6009 million yuan.

In 2013 and 2014, LeTV through fictional business with Beijing Fangyuan Jinsheng Technology Co., Ltd. and fictitious capital circulation, respectively inflated revenue of 30,115,200 yuan and 35,850,800 yuan, corresponding inflated profits of 28,458,900 yuan and 35,850,800 yuan.

In 2013 and 2014, LeTV through fictional business with Beijing Maggie Partners Advertising Co., Ltd. and fictitious capital circulation, respectively inflated revenue of 14.1509 million yuan and 46.537 million yuan, correspondingly inflated profits of 14.1509 million yuan and 46.537 million yuan.

In 2013 and 2014, LeTV used fictitious business with Shengyudi (Shanghai) Advertising Co., Ltd. and fictitious capital circulation, respectively inflated revenues of 34.675 million yuan and 52.189 million yuan, and correspondingly inflated profits of 34.675 million yuan and 52,018,900 yuan.

In 2015, LeTV used a fictitious business with Beijing Joint Interactive Technology Co., Ltd. and fictitious capital circulation, resulting in an inflated revenue of 11.6377 million yuan and a corresponding inflated profit of 11.6377 million yuan.

In 2014, LeTV, through fictitious business with Shanxi Huicong Itema Advertising Co., Ltd., and fictitious capital circulation, inflated revenue of 46,825,500 yuan, and corresponding inflated profit of 46,825,500 yuan.

　　4. Recognizing revenue through fictitious business of a third-party company, and at the same time constructing part of the false capital cycle through the bank account controlled by Jia Yueting and recording long-term accounts receivable to inflate performance.

　　In 2016, LeTV used fictitious business with Beijing Kelian Huitong Technology Co., Ltd., fictitious part of the capital circulation and long-term accounting of accounts receivable, resulting in inflated income of 55,188,700 yuan and corresponding inflated profit of 55,188,700 yuan.

In 2015 and 2016, LeTV through fictitious business with Tianjin Shuji Technology Co., Ltd., fictitious part of the capital circulation and long-term accounting of accounts receivable, respectively inflated revenues of 31,132,100 yuan and 55,045,100 yuan, and correspondingly inflated profits of 31,132,100 yuan , 55,045,100 yuan.

In 2016, LeTV used fictitious business with Beijing Shuji Technology Co., Ltd., fictitious part of the capital circulation and long-term accounting of accounts receivable, resulting in an inflated income of 49,056,600 yuan and a corresponding inflated profit of 49,056,600 yuan.

In 2016, LeTV used fictitious business with Xinjiang Shuji Information Technology Co., Ltd., fictitious part of the capital circulation and long-term accounting of accounts receivable, resulting in an inflated income of 46,226,400 yuan and a corresponding inflated profit of 46,226,400 yuan.

In 2016, LeTV used fictitious business with Sino-Dutch Dechangsheng Network Technology (Beijing) Co., Ltd., fictitious part of the capital circulation and long-term account receivable accounting, inflated revenue of 47,169,800 yuan, and corresponding inflated profit of 47,169,800 yuan.

In 2016, LeTV used fictitious business with Beijing Yili Culture Media Co., Ltd., fictitious part of the capital circulation and long-term accounting of accounts receivable, resulting in an inflated income of 54.434 million yuan and a corresponding inflated profit of 54.434 million yuan.

In 2014, 2015 and 2016, LeTV used fictitious business with Beijing Ruier Interactive Advertising Co., Ltd., fictitious part of the capital circulation and long-term account receivable account, respectively, inflated income of 18.867 million yuan, 9,434,400 yuan and 37,735,800 yuan. , The corresponding inflated profits were 18.8679 million yuan, 9,434,400 yuan and 37,735,800 yuan.

In 2016, LeTV used fictitious business with Beijing Hongxin Yuanxi Think Tank Information Technology Co., Ltd., fictitious part of the capital circulation and long-term accounting of accounts receivable, resulting in an inflated revenue of 54.717 million yuan and a corresponding inflated profit of 54.717 million yuan.

In 2016, LeTV used fictitious business with Beijing Borg Chuanglian Information Technology Co., Ltd., fictitious part of the capital circulation and long-term accounting of accounts receivable, resulting in inflated income of 56.037 million yuan and corresponding inflated profit of 56.037 million yuan.

　　5. Confirming business income and inflating performance by signing an advertisement swap framework contract or a fictitious advertisement swap contract that has not been actually executed with the customer.

　　In 2014 and 2015, LeTV and Beijing Dingcheng Wenzhong Advertising Co., Ltd. signed the unexecuted swap framework contract to recognize revenue, which inflated revenues by 3,773,600 yuan and 25,471,700 yuan respectively, and the corresponding inflated profits were 3,773,600 yuan and 2,547.17 yuan. Ten thousand yuan.

In 2015, LeTV will confirm revenue from the unexecuted swap framework contract signed with Beijing Bosi Baichuan International Advertising Media Co., Ltd., inflated revenue by 26,415,100 yuan, and corresponding inflated profit by 26,415,100 yuan.

In 2014 and 2015, LeTV confirmed revenue from the unexecuted swap framework contract signed with Shanghai Moshan Advertising Communication Co., Ltd., respectively, inflated revenue of 12.64115 million yuan and 11.2264 million yuan, and correspondingly inflated profits of 12.64115 million yuan and 11.2264 million yuan. yuan.

In 2014, LeTV confirmed revenue from the unexecuted swap framework contract signed with Beijing Guanghua Road No. 5 Media Development Co., Ltd., which resulted in an inflated income of 13.5849 million yuan and a corresponding inflated profit of 13.5849 million yuan.

In 2014, LeTV and Shanghai Bingo Network Technology Co., Ltd. signed an unexecuted swap framework contract to recognize revenue, which resulted in an inflated income of 14.149 million yuan and corresponding inflated profits of 14.1509 million yuan.

In 2014, LeTV.com confirmed revenue from the unexecuted part of the swap framework contract signed with Shanghai Women Advertising Co., Ltd., an inflated revenue of 9,434,400 yuan, and a corresponding inflated profit of 9,434,400 yuan.

In 2013, LeTV confirmed revenue from the fictitious resource replacement contract with Beijing Hangmei Film and Television Culture Co., Ltd. (hereinafter referred to as Hangmei Film and Television), inflated income of 57.0691 million yuan and corresponding inflated profit of 57.0691 million yuan, December 31, 2014 On July 31, LeTV made a fictitious purchase of advertising resources from AirMedia, which inflated sales expenses by RMB 29,641,700, and correspondingly reduced profits by RMB 29,641,700. On July 31, 2016, LeTV fabricated the purchase of advertising resources from AirMedia, inflating costs. 30,851,500 yuan, corresponding to a corresponding inflated profit of 30,851,500 yuan.

In 2015, LeTV.com will confirm revenue from the unexecuted framework contract signed with Shanghai Yuehui Information Technology Co., Ltd., inflated revenue by 8,962,300 yuan, and corresponding inflated profit by 8,962,300 yuan.

In 2015, LeTV will confirm revenue from the unexecuted framework contract signed with Guangdong Southern New Horizon Media Technology Co., Ltd., with an inflated revenue of 11.3208 million yuan, and a corresponding inflated profit of 11.3208 million yuan.

In 2014, 2015 and 2016, LeTV and Guangzhou Kesheng Advertising Co., Ltd. signed an unexecuted framework contract to confirm revenue, which inflated revenues of 9,056,600 yuan, 28,830,200 yuan, and 5,188,700 respectively, and correspondingly inflated profits by 9,056,600 yuan. RMB 28,830,200 and RMB 5.188,700.

　　6. Use advertising swap contracts to inflate performance by accounting for revenue only or inflating revenue but not cost.

details as follows:

　　In 2014, LeTV and Shanghai First Financial Media Co., Ltd. signed an advertising swap cooperation agreement, which was actually implemented. However, LeTV calculated its revenue and did not recognize the cost. The inflated revenue was 6,226,400 yuan, and the inflated cost was 7,547,200 yuan. The profit increased by RMB 13.7736 million.

Through the above-mentioned similar method, LeTV signed a swap contract with Shanghai Sanzhong Advertising Co., Ltd., in 2014, inflated revenue of 5,640,400 yuan, inflated costs by 471.70 yuan, correspondingly inflated profits of 10.3774 million yuan, and inflated revenue of 5,660,400 yuan in 2015 Yuan, the corresponding inflated profit was 5.6604 million yuan.

LeTV signed a swap contract with Shanghai Gaojun Advertising Co., Ltd. Advertising Co., Ltd., in 2015, inflated revenue of 4.5283 million yuan, inflated costs of 9.434 million yuan, and correspondingly inflated profits of 13.9623 million yuan.

LeTV signed an exchange business agreement with Shanghai Haitai Advertising Media Co., Ltd. (the business carrier was later changed to Shanghai Honghu Culture Communication Co., Ltd.), in 2014, inflated costs by 11.3208 million yuan, and correspondingly inflated profits by 11.3208 million yuan.

LeTV, through the exchange business with Guangzhou Fengwang Information Technology Co., Ltd. Beijing Branch and Guangzhou Pacific Advertising Co., Ltd. Beijing Branch, inflated costs by 15.566 million yuan in 2014, and correspondingly inflated profits by 15.566 million yuan.

　　The aforementioned 10 consecutive years of inflated performance by LeTV has resulted in false records in its IPO prospectus and annual report from 2010 to 2016, which violated Article 63 of the Securities Law and constituted the Securities Law. "Illegal information disclosure as described in Article 193.

LeTV’s then chairman Jia Yueting was fully responsible for LeTV’s work, organizing, making decisions, and directing LeTV and related personnel to participate in fraud. He did not diligently perform his duties, and signed the relevant issuance documents and periodic reports and ensured that the information disclosed is true, accurate, and accurate. Complete; Yang Lijie, the then chief financial officer, directly organized the implementation of financial fraud, did not diligently perform his duties, and signed the relevant issuance documents and periodic reports and ensured that the information disclosed is true, accurate and complete.

In the financial fraud, the above two people used particularly bad methods such as concealing and fabricating important facts. The fraud amount was huge and lasted for a long time. They played the role of organization, planning, leadership, and implementation. The illegal circumstances were particularly serious and they were the directly responsible managers. ; Liu Hong, the director in charge of the advertising business at the time, organized and implemented the company to cooperate with "accounting" and other related financial frauds, and signed the issuance documents and periodic reports involved in the case, and ensured that the information disclosed is true, accurate and complete. During the period involved He has been a senior executive and played a larger organizational role in LeTV’s financial fraud. He did not diligently perform his duties. The violations were more serious and belonged to other persons responsible for the above-mentioned violations. The then supervisor Wu Meng followed the arrangements of Jia Yueting, Yang Lijie and others. By contacting relevant enterprises, establishing companies, keeping official seals, organizing and implementing relevant “account transfers”, etc., directly participated in the above-mentioned illegal acts without diligence and due diligence, signed the confirmation opinions of relevant periodic reports and ensured that the information disclosed is true, accurate and complete , Played a greater role in LeTV’s financial fraud. The violations were more serious and belonged to other directly responsible persons; the remaining directors, supervisors, and senior executives at the time were Zhao Kai, Tan Shu, Ji Xiaoqing, Zhang Minhui, Zhu Ning, and Cao Bin and others did not perform their duties diligently, signed the confirmation opinions of the relevant periodic reports and ensured that the information disclosed was true, accurate, and complete, and belonged to other directly responsible persons.

As the actual controller of LeTV, Jia Yueting instructed relevant personnel to engage in the above-mentioned illegal acts, which constituted the illegal acts described in the third paragraph of Article 193 of the Securities Law.

LeTV failed to disclose related party transactions as required

　　On April 17, 2017, LeTV transferred to its wholly-owned subsidiary Chongqing LeTV Microfinance Company (hereinafter referred to as LeTV Microfinance) 210 million yuan in the name of "capital increase". After LeTV Microfinance received the above 210 million yuan, it immediately In the name of the loan, the funds were transferred to the 7 LeTV affiliated companies in 7 loans, each of 30 million yuan. After the above 7 companies received the funds, they transferred all the funds to LeTV Holdings (Beijing) Co., Ltd. (hereinafter referred to as LeTV Holdings) on the same day ).

The above-mentioned loans constitute connected transactions. According to Article 10.2.4 of the "Shenzhen Stock Exchange's Growth Enterprise Market Stock Listing Rules (Revised in 2014)" Article 10.2.4 "The transaction amount is more than 1 million yuan, and accounts for the absolute value of the listed company's most recent audited net assets The above-mentioned matters should be reviewed and disclosed in a timely manner by the board of directors of LeTV. However, LeTV failed to disclose in a timely manner as required, which violated the "Securities Law". Article 63, Paragraph 1 of Article 67, Item 12 of Paragraph 2 and the provisions of Article 48 of the "Administrative Measures for Information Disclosure of Listed Companies" (CSRC Order No. 40) constitute the "Securities The information disclosure is illegal as described in the first paragraph of Article 193 of the Law.

LeTV’s then chairman Jia Yueting did not perform his duties diligently and was the person in charge who was directly responsible for LeTV’s failure to disclose related party transactions. Wu Meng, then chairman of the board of supervisors, signed on behalf of 4 of the 7 related parties and learned of the related transaction. Due to diligence and due diligence, LeTV failed to disclose the above-mentioned related party transactions and was the other person directly responsible for the above-mentioned illegal acts.

LeTV did not disclose guarantees for LeTV Holdings and other companies

　　In February 2016, LeTV provided unlimited joint guarantees for LeTV Holdings’ repurchase obligations under the LeTV Cloud Computer Co., Ltd.’s "Equity Acquisition and Guarantee Contract", with a guarantee amount of 1 billion yuan, and the largest possible repurchase by 2019 The amount was 1.75 billion yuan, accounting for 29.92% of the most recent audited net assets (2014) (the largest repurchase amount accounted for 52.35%).

LeTV Zhixin Electronic Technology (Tianjin) Co., Ltd. (hereinafter referred to as LeTV Zhixin) is a consolidated subsidiary of LeTV.com from 2012 to 2017.

In December 2016, LeTV Zhixin provided guarantees to its affiliated companies for a total of US$52.083 million in payment and inventory purchases, equivalent to RMB 347 million, accounting for 9.10% of LeTV's most recent audited net assets (2015).

In April 2015 and April 2016, LeTV assumed the repurchase obligations to investors in the A+ and B rounds of LeTV Sports Culture Development Co., Ltd., involving a repurchase amount of 1.02 billion yuan and 10.395 billion yuan, respectively, accounting for the most recent period. (2014, 2015) 30% and 272.48% of audited net assets.

　　According to Article 9.11 of the "Shenzhen Stock Exchange’s Rules for the Listing of Stocks on the Growth Enterprise Market (Revised in 2014)", "When a listed company occurs in the event of'providing a guarantee' as specified in Article 9.1 of these rules, it shall promptly disclose to the public after deliberation by the board of directors." Under one of the circumstances, it shall also be submitted to the general meeting of shareholders for deliberation after the board of directors’ approval: (1) A single guarantee amount exceeding 10% of the company’s most recent audited net assets; ... (6) To shareholders, actual controllers and According to the “guarantees provided by its affiliates”, the above three items are matters that should be disclosed in a timely manner, but LeTV failed to disclose in a timely manner as required, nor did it disclose in the 2016 annual report, which violated Article 63 of the Securities Law. , Article 67, paragraph 1, paragraph 2, item 12, and the "Administrative Measures for Information Disclosure of Listed Companies" (CSRC Order No. 40), Article 30, paragraph 2, item 17, constitute the " Information disclosure violations as described in the first paragraph of Article 193 of the Securities Law.

The then chairman Jia Yueting participated in the above-mentioned external guarantee-related matters without diligence and due diligence. He was the person in charge who was directly responsible for LeTV’s failure to disclose the illegal acts of external guarantee matters.

Zhao Kai, then secretary of the board of directors, was directly involved in matters related to external guarantees and was responsible for the company's information disclosure work. He did not diligently perform his duties. As a result, LeTV did not disclose the above guarantees in a timely manner, and he was other directly responsible personnel.

LeTV failed to truthfully disclose the performance of Jia Moufang and Jia Yueting's loan commitments to listed companies

　　(1) Jia Moufang's reduction of holdings and fulfillment of loan commitments

　　On December 6, 2014, LeTV published the "Plan for Shareholders to Provide Loans to the Company" (Announcement No. 2014-061). Jia Moufang (Sister Jia Yueting) issued a letter of commitment to LeTV. It plans to pass Disposal of the LeTV stocks held by agreement transfer or centralized transfer of large transactions, all the proceeds will be lent to LeTV as working capital.

The loan will be used for the daily operation of LeTV. LeTV can withdraw and use according to the needs of liquidity within the specified period. The loan period will not be less than 60 months, and no interest will be charged.

On December 11, 2014, LeTV released the "Announcement on Shareholders' Provision of Loans to the Company and Related Party Transactions" (Announcement No. 2014-119), and signed the first "Loan Agreement" with Jia Moufang, with the loan amount not less than 178 million yuan, the loan period is not less than 60 months, interest-free, and used to supplement LeTV's working capital.

On February 2, 2015, LeTV published the "Announcement on Shareholders' Provision of Loans to the Company and Related Transactions" (Announcement No. 2015-006), and signed the second "Loan Agreement" with Jia Moufang, with the loan amount not less than 1.5 billion yuan, with a loan period of not less than 60 months, free of interest, and used to supplement LeTV's working capital.

LeTV listed the above matters as commitments of listed company shareholders, and disclosed in its 2014 annual report that it had borrowed 1.016 billion yuan from Jia Moufang.

　　From December 6, 2014, Jia Moufang reduced his holdings by 1.609 billion yuan and transferred 1.358 billion yuan from Huatai Securities, of which 536 million yuan was transferred to LeTV.

According to the bank account information of the LeTV receiving loan and the LeTV repayment approval form, from September 30, 2014 to May 10, 2017, LeTV borrowed from Jia Moufang in total 8.020 billion yuan.

However, Jia Moufang frequently withdrew loans during the period of borrowing from LeTV.

From October 31, 2014 to May 10, 2017, LeTV repaid a total of 56 loans from Jia Moufang, with a total repayment of 8.02 billion yuan, of which 39 payment approval forms can be found and 39 approval forms Only 23 approval forms were signed by the “chairman”, and they were all signed by a staff member of LeEco Holdings at the time authorized by Jia Yueting.

The relevant repayment has not been reviewed by the shareholders' meeting.

　　(2) Jia Yueting's reduction of holdings and fulfillment of loan commitments

　　Jia Yueting reduced LeTV’s shares in two in 2015. Before the reduction, Jia Yueting held 818,084,729 shares, accounting for 44.21% of the total share capital.

　　On May 26, 2015, LeTV released the "Announcement on the Share Reduction Plan for Controlling Shareholders and Actual Controllers" (Announcement No. 2015-048). In the announcement, the actual controller Jia Yueting stated that it plans to plan within the next six months ( From May 29, 2015 to November 28, 2015), partly reduced its holdings of LeTV stocks, and promised to lend all the proceeds to the company as working capital. LeTV can be used as working capital within the specified period. Funds need to be withdrawn for use, and the loan period will not be less than 60 months, and interest will not be charged.

　　On June 23, 2015, LeTV issued the "Announcement on Resolutions of the 56th Meeting of the Second Session of the Board of Directors of LeTV Information Technology (Beijing) Co., Ltd." (Announcement No. 2015-061), "In the near future, the company will cooperate with Mr. Jia Yueting. Sign the first fund of the "Loan Agreement", the loan amount is not less than 2.5 billion yuan, the loan period will not be less than ten years (120 months), interest-free, and used to supplement the company's working capital. After the loan expires , The company will have the right to decide whether to renew or repay according to its own operating conditions, and the related transactions involved will also need to be reviewed by the board of directors and the shareholders meeting. At that time, Mr. Jia Yueting will avoid the voting of the corresponding related parties. If the funds are continued, they will still be exempted. Interest. Subsequent borrowings from the reduction of holdings, the relevant terms will be consistent with this time".

　　On July 28, 2015, LeTV released the "Announcement on Maintaining the Stability of the Company’s Stock Price" (Announcement No. 2015-082), which stated that LeTV responded to the China Securities Regulatory Commission’s “Regarding the Increase in Shareholding by Shareholders, Directors, Supervisors, and Senior Management of Listed Companies”. The document spirit of the "Notice of the Company’s Stock Related Matters" aims at the current irrational fluctuations in the capital market, in order to maintain the healthy and stable development of the capital market, and protect the interests of all investors. At the same time, it is based on the confidence in the company’s future development and the reasonableness of the current stock value. Judging and supporting the company’s sustainable and stable development in the future, the company has actively adopted the following measures: 1. Regarding the recent loan of funds from the reduction of holdings to listed companies, Mr. Jia Yueting made additional commitments as follows: 1. All funds from the reduction of holdings will be loaned to listed companies for use After the listed company makes the repayment, the proceeds from the repayment, Mr. Jia Yueting, will be used to increase the shares of LeTV.com within six months from the date of receipt of the repayment.

2. When Mr. Jia Yueting increases his holdings of the same number of shares, if the average price of the increase is lower than the average price of the decrease, the difference between the proceeds from the decrease and the total amount of the increase will be given to the listed company free of charge.

Ex-rights and ex-dividends such as dividends, bonuses, and capitalization of capital reserves occur during the period from the date of share reduction to the date of increase in shareholding. The price and quantity of the reduced shares will be adjusted accordingly.

According to the announcement, Jia Yueting's loan of reduced holdings to listed companies is one of LeTV's important measures to stabilize its stock price amidst abnormal stock market fluctuations in 2015.

　　On July 28, 2015, LeTV released the "Announcement on Special Disclosure of the Implementation of Commitments" (Announcement No. 2015-083). The announcement pointed out that Jia Yueting and the company signed a "Loan Agreement" of no less than 2.5 billion yuan. During the continuous performance, the promiser strictly performed the promise, and no violation of the promise occurred.

At the same time, he pointed out that Jia Yueting has the ability to fulfill the contract and will reduce the holdings in accordance with the capital needs of the listed company as promised.

At the same time, it also pointed out the risk of Jia Yueting's failure to fulfill the promise and the restrictive measures when Jia Yueting could not fulfill the contract.

　　On October 30, 2015, LeTV released the "Simplified Equity Change Report (Xingen Fund)" and "Announcement on Special Disclosure of Commitments" (Announcement No. 2015-111). Jia Yueting transferred 100 million shares by way of share transfer To Shenzhen Xingen Next Generation Disruptive Technology M&A Fund One Investment Partnership (Limited Partnership), accounting for 5.39% of the company’s total share capital at the time, the transfer amount was 3.2 billion yuan, and all the proceeds from the transfer were loaned to listed companies without interest. The loan period will not be less than 60 months.

　　LeTV's 2015 annual report and 2016 annual report disclosed the fulfillment of the commitment to lend the reduced funds to listed companies, saying that Jia Yueting had complied with the loan commitment during the reporting period.

　　According to investigations, from June 1, 2015 to June 3, 2015, Jia Yueting reduced his holdings by 35,240,300 shares through Huatai Securities account block trading, which accounted for 1.9042% of the company’s total share capital at the time. The total amount of the reduction was about 2.5 billion yuan, deducted Approximately 2.24 billion yuan after taxes and fees payable.

The above-mentioned funds were subsequently transferred to other accounts, and Jia Yueting's capital reduction was not lent to listed companies for use.

In October 2015, Jia Yueting immediately transferred the after-tax income of 2.6 billion yuan to LeTV after receiving the second transfer payment, and then transferred most of the funds in batches to Jia Yueting, Jia Moufang, and Jia Yuemin in a short period of time through complex transfers. , LeTV Holdings and other non-listed company system bank accounts.

After sorting out the flow of funds, Jia Yueting's reduction of 2.6 billion yuan of funds only 630 million yuan remained in LeTV, and the rest went to Jia Yueting's control account.

　　From June 15, 2015 to May 10, 2017, LeTV made multiple loans from Jia Yueting, but they were frequently withdrawn and failed to fulfill their commitments.

From June 15, 2015 to November 15, 2016 (after November 15, 2016, Jia Yueting did not continue to provide loans to LeTV), during the period LeTV borrowed from Jia Yueting in total 11.344 billion yuan.

From June 29, 2015 to May 10, 2017, LeTV repaid a total of 46 loans from Jia Yueting, with a total repayment of 11.344 billion yuan, of which 40 payment approval orders can be found, 6 of which totaled more than 2.2 billion Yuan payment did not find the approval sheet.

Among the 40 approval forms found, only 26 approval forms were signed by the "chairman", and only 3 were signed by Jia Yueting, and the remaining 23 were signed by a staff member of LeTV Holdings authorized by Jia Yueting.

All repayments have not been reviewed by the shareholders' meeting as disclosed in the 2015-061, 2015-083, and 2015-111 announcements of LeTV.com.

　　On September 20, 2017, LeTV issued a "Letter to Remind and Request Mr. Jia Yueting to Continue to Fulfill the Loan Commitment" to Jia Yueting; on October 26, 2017, LeTV issued a "Remind Again" to Jia Moufang and Jia Yueting. And the letter requesting Ms. Jia Moufang to continue to fulfill the loan commitment, and the letter about reminding and requesting Mr. Jia Yueting to continue to fulfill the loan commitment.

The relevant letters required Jia Yueting and Jia Moufang to fulfill their loan commitments, but both of them failed to continue to fulfill their commitments and respectively issued "Response Letters Regarding My Interest-Free Borrowing and Commitments of Listed Companies" to LeTV on November 9, 2017. Two Per capita said, “Due to the company’s capital crisis in the second half of 2016, the capital crisis continued to aggravate in the first half of 2017. I have used all the funds from the reduction in LeTV’s business development and the debt repayments involved. Inability to continue to fulfill the promise of interest-free borrowing and listed companies".

　　In summary, Jia Yueting only temporarily lent part of the reduced holdings funds to the listed company for use, and then withdrew the relevant borrowings, violating the holdings reduction and borrowing commitments.

The "Announcement on Special Disclosure of the Implementation of Commitments" issued by LeTV.com (2015-083) and the performance of the commitments disclosed in the 2015 annual report and 2016 annual report are inconsistent with the actual situation, and there are false records. Jia Moufang's actual performance of the commitments Failed to disclose in the 2015 annual report and 2016 annual report under "The company's actual controllers, shareholders, related parties, acquirers, and the company and other relevant parties have completed their commitments during the reporting period and the commitments that have not been fulfilled as of the end of the reporting period", There are major omissions.

The above behavior violates the provisions of Article 63 of the Securities Law and constitutes an illegal act of information disclosure as described in the first paragraph of Article 193 of the Securities Law.

The then chairman Jia Yueting violated his promise and directly instructed the relevant personnel to withdraw the loan from himself and Jia Moufang without diligence and due diligence. He was the person in charge who was directly responsible for the false records and major omissions in the relevant disclosure documents of LeTV.

As the actual controller of LeTV, Jia Yueting instructed relevant personnel to engage in the above-mentioned illegal acts, which constituted the illegal acts described in the third paragraph of Article 193 of the Securities Law.

LeTV's 2016 non-public issuance of stock constituted a fraudulent issuance

　　On May 25, 2015, LeTV held the 52nd meeting of the second session of the board of directors to consider and approve the non-public offering of shares by LeTV.

On August 31, 2015, LeTV held the 63rd meeting of the second board of directors to review and approve the adjustment of LeTV’s non-public offering of shares.

On September 23, 2015, LeTV’s application for non-public issuance of shares was reviewed by the China Securities Regulatory Commission’s Issuance Review Committee and was unconditionally approved.

On May 19, 2016, the China Securities Regulatory Commission issued the "Approval for the Approval of the Non-public Issuance of LeTV Information Technology (Beijing) Co., Ltd." (China Securities Regulatory Commission [2016] No. 1089), which was held on May 25, 2016 The 21st meeting of the third board of directors reviewed and approved the proposal to extend the validity period of the resolutions of the non-public offering of LeTV.com.

On August 8, 2016, LeTV was listed on a non-public offering.

LeTV's non-public issuance of 106.643 million new shares, raised funds of 4.799 billion yuan, reported and disclosed the three-year financial data period from 2012 to 2014 and January-June 2015.

According to the aforementioned facts about financial fraud of LeTV, LeTV did not meet the issuance conditions and fraudulently obtained approval for issuance.

　　The above behavior of LeTV violated Articles 13 and 20 of the Securities Law, and the provisions of Article 39, Paragraph 1 of the Measures for the Administration of Securities Issuance of Listed Companies (Order No. 57 of the Securities Regulatory Commission), and constituted the "Securities The fraudulent issuance is illegal as described in the first paragraph of Article 189 of the Law.

　　The then chairman Jia Yueting and chief financial officer Yang Lijie played an organizing, planning, leading, and implementing role in promoting the above-mentioned issuance of LeTV and the financial frauds involved. In the financial fraud, they adopted particularly bad methods such as concealing and fabricating important facts. , The amount of fraud was huge, and he did not diligently perform his duties, signed the submitted and disclosed issuance application documents and ensured that the information disclosed was true, accurate, and complete. The illegal circumstances were particularly serious, and he was the person in charge who was directly responsible for the fraudulent issuance of LeTV.

The then Supervisor Wu Meng and Deputy General Manager Jia Yuemin directly participated in the relevant financial frauds, failed to diligently perform their duties, signed the issuance application documents and ensured that the information disclosed is true, accurate and complete, and played a greater role in the fraudulent issuance. Illegal circumstances More serious.

Liu Hong, the director at the time, did not diligently perform his duties, signed the issuance application documents and ensured that the information disclosed is true, accurate, and complete. He is the other person directly responsible for the fraudulent issuance of LeTV.

According to the aforementioned facts about LeTV’s financial fraud, Jia Yueting, as the actual controller of LeTV, instigated relevant personnel to engage in the above financial fraud, which led to the company’s application for non-public issuance declaration for the three years from 2012 to 2014 and from January to June 2015. There are serious false records in the financial data of the first period, which constitutes an illegal act as described in the second paragraph of Article 189 of the Securities Law.

　　The above facts are evidenced by relevant interim reports and periodic reports, issuance application documents, accounting vouchers, customer transaction accounting data, descriptions of the situation, party records, witness testimony, bank account records, securities account transaction records, and enterprise business registration data, etc. Enough to identify.

　　At the hearing, the above-mentioned personnel put forward statements and defense opinions. The specific opinions and the review of the CSRC have been set out in the penalty decision of this case.

　　The circumstances of Jia Yueting and Yang Lijie’s violation of the law are particularly serious, in accordance with Article 233 of the Securities Law and the Regulations on Prohibition of Access to the Securities Market (CSRC Order No. 115, hereinafter referred to as "Prohibition of Access"), Article 3, Paragraph 1 According to the provisions of Articles 4, 5, 3 and 7, the China Securities Regulatory Commission has decided to adopt life-long bans on Jia Yueting and Yang Lijie from entering the securities market.

　　Liu Hong, Wu Meng, and Jia Yuemin’s illegal circumstances are more serious. According to Article 233 of the Securities Law and Article 3, Paragraph 1, Article 4, and Article 5 of the "Prohibition Regulations", Liu Hong, Wu Meng took 10-year ban on securities market entry and 8-year ban on Jia Yuemin.

　　The China Securities Regulatory Commission pointed out that from the day of the announcement of the decision, within the ban period, except for continuing to engage in securities business in the original institution or serving as a director, supervisor or senior manager of the original listed company or non-listed public company, no other The institution is engaged in securities business or served as a director, supervisor or senior manager of other listed companies or non-listed public companies.

　　The China Securities Regulatory Commission stated that if the parties dissatisfied with this decision, they can apply to the China Securities Regulatory Commission for administrative reconsideration within 60 days from the date of receipt of this decision, or they can directly apply to the China Securities Regulatory Commission within 6 months from the date of receipt of the penalty decision. The people's court with jurisdiction initiates an administrative lawsuit.

During the period of reconsideration and litigation, the execution of the above decision shall not be suspended.

(Zhongxin Jingwei APP)