With the recent resignation of the supervisors, independent directors and non-independent directors of Jinlitai (300225), as well as the announcement that Jinlitai shareholder Wu Guozheng plans to propose to the general meeting of shareholders to remove some directors, the internal contradictions of Jinlitai have been officially made public. Sent a letter of concern.

  Jin Litai's internal contradictions are made public

  On the evening of March 24, Jin Litai disclosed that on March 23, 2022, it received the "Resignation Letter" from non-independent director Liu Jinmei and independent director Wang Lan. December 30, 2019 to December 30, 2022.

  Liu Jinmei stated in her resignation letter that during her tenure, due to the interference of related work, she was unable to perform her duties as a director normally, so she applied to resign from the position.

  Wang Lan also stated that during his tenure, due to the interference of related work, he was unable to perform the relevant duties of an independent director normally, so he applied for resignation from the position, and hereby notified to explain.

  Jin Litai also stated in the announcement that after receiving the resignation letters from Liu Jinmei and Wang Lan, the company immediately issued a "Letter to Liu Jinmei" and "Letter to Wang Lan" to Liu Jinmei and Wang Lan on the morning of March 24, 2022 , requiring him to truthfully state and submit to the company in writing the specific matters and relevant evidence referred to in his "Resignation Letter" before 5:30 pm on March 24, 2022, but Liu Jinmei and Wang Lan refused to He cooperated and failed to provide relevant explanations and evidence to the company as required by the company.

The company believes that the reasons for resignation stated in the "Resignation Letter" sent by Liu Jinmei and Wang Lan are seriously inconsistent with the facts and have no basis. The company always supports and cooperates with the normal performance of the company's non-independent directors and independent directors. .

  On March 22, Jin Litai just disclosed the "Announcement on Resignation of Supervisors" and "Announcement on Resignation of Directors and Senior Management". Wang Wei applied for resignation as supervisor and chairman of the supervisory committee, Yan Jiahua applied for resignation as director, and Ge Lefan applied for resignation as vice president. job title.

  Among them, Wang Wei's resignation reason is similar to the aforementioned Liu Jinmei and Wang Lan.

In her resignation letter, Wang Wei stated that in 2020, during the normal performance of the board of supervisors, the board of supervisors was disturbed, and the resolutions made by the board of supervisors on performance of duties were not disclosed.

In 2021, during the selection of the company's supervisor candidates, the normal performance of the supervisory committee's powers was also disrupted. Wang Wei applied to resign as supervisor of the company's eighth supervisory committee and chairman of the supervisory committee because he was unable to perform his supervisory duties normally.

  According to the data, Wang Wei was born in July 1974, graduated from Cheung Kong Graduate School of Business and obtained an EMBA degree; graduated from Shanghai Jiaotong University Advanced School of Finance and obtained an EMBA degree in finance.

Wang Wei was nominated as the supervisor of Jin Litai at the end of 2019, and the original term was from December 30, 2019 to December 30, 2022.

  In response to Wang Wei's resignation, Jin Litai disclosed the "Explanation on the Resignation of Supervisors" on the same day, and believed that the reasons for resignation stated in the "Resignation Letter" sent by Wang Wei were seriously inconsistent with the facts.

  It is worth mentioning that when the team of directors, supervisors and senior management changed greatly, Wu Guozheng, a shareholder of Jinlitai, planned to propose to the general meeting of shareholders to remove some directors.

  According to Jinlitai's announcement on March 23, Wu Guozheng, a shareholder who holds a total of 3.45% of the company's shares, plans to submit a general meeting of shareholders to recall and by-election of some of the current directors and supervisors.

Including the dismissal of non-independent directors Liu Jinmei and independent directors Wang Lan, and the election of Luo Dian and Wu Chunchao as non-independent directors, Yu Xugang as independent directors, and Shen Xudong and Zhu Shunjie as supervisors.

  Wu Guozheng said that he originally planned to remove Wang Wei, a supervisor who failed to perform his duties to the company and perform his duties of integrity and diligence. Since Wang Wei has resigned, he will no longer propose a motion to remove Wang Wei, but Wang Wei will still be investigated for relevant legal responsibilities depending on the situation. .

  Shenzhen Stock Exchange asks for details

  Founded in 1993, Jinlitai is a leading company and a listed company of high-performance coatings integrating R&D, production, sales and service. Its products are widely used in the protection and decoration of passenger cars, commercial vehicles, construction machinery, industrial components and building curtain walls. .

  Jinlitai expects a net loss of 95 million yuan to 120 million yuan in 2021, compared with a profit of 91.2857 million yuan in the same period last year. The company said that in 2021, affected by the continuous rise in global chemical raw material prices, the company's raw material procurement amount will increase significantly compared with the previous year. High operating costs are the main reason for the loss of performance in 2021.

Since the beginning of the year, Jinlitai's share price has fallen by 40%, and closed at 8.39 yuan on March 24, a decrease of 1.06%.

  Jin Litai's internal conflicts have aroused the attention of regulators.

On the morning of March 24, Jinlitai disclosed that it had received a letter of concern from the Shenzhen Stock Exchange.

The Shenzhen Stock Exchange requires the company to explain whether Wang Wei’s statement is true, whether the disclosure of the relevant resolutions of the supervisory committee is timely, and the progress of the implementation of relevant matters, and invites the company’s board of directors and other members of the supervisory committee to verify the above matters and express opinions, indicating whether the company has hindered the supervisory committee’s progress. Supervisors by-election or normal performance of duties and other acts that violate the "Company Law", "GEM Stock Listing Rules" and other rules, and provide relevant supporting materials.

  At the same time, the Shenzhen Stock Exchange also asked Wang Wei to explain the specific content of the resolutions of the Supervisory Committee that she believes have not been disclosed, whether the relevant matters meet the disclosure standards, the progress of the implementation of relevant matters, and the specific circumstances in which she believes that the Supervisory Committee has been interfered with the performance of its functions and powers during the process of electing supervisor candidates. and related basis.

  In addition, the Shenzhen Stock Exchange also noted that in the past 12 months, Jinlitai has resigned from several directors, supervisors and senior managers.

These include director Yan Jiahua, independent directors Sun Minjie and Wu Yibing, supervisors Wang Wei and Jiang Changxiong, and vice presidents Zhang Lan and Ge Lefan.

In response to the resignation of Sun Minjie and Wu Yibing, Jinlitai has reviewed and approved the by-election of Tu Tao as your company's independent director at the general meeting of shareholders on January 28, 2022, and proposed a by-election of Ma Weihua to Jinlitai on March 16, 2022. independent director.

  The Shenzhen Stock Exchange requires the company to explain in detail the specific reasons for the resignation of the above-mentioned directors, supervisors and senior management personnel, whether there have been significant adverse changes in the company's production and operation, and whether the company, controlling shareholders, actual controllers and their related parties have violated regulations; Explain the specific reasons for the resignation, whether they can perform their duties independently and normally during the term of office, whether they are concerned about matters that have a significant adverse impact on the production and operation of the company, and whether they are concerned about the violations of the company, controlling shareholders, actual controllers and their related parties.

  The Shenzhen Stock Exchange also asked the company to explain the impact of the above-mentioned personnel's departure on the company's production and operation, decision-making on major events, and the effectiveness of internal control, and the measures Jinlitai has taken and plans to take to ensure the normal operation of corporate governance and operations.

  The Shenzhen Stock Exchange has also paid attention to Wu Guozheng's temporary proposal for the removal and by-election of some of the current directors and supervisors, and requested Wu Guozheng to combine the personal circumstances, professional abilities and employment experience of the nominated directors and supervisors with The relationship between the company's controlling shareholder, actual controller and other directors, supervisors and senior management personnel, etc., further explain the reasons for nominating relevant personnel, and whether relevant personnel have the corresponding competence, whether they can perform their duties diligently and conscientiously, and The independent directors of the company are requested to check the situation of director candidates and express independent opinions.