Zhongxin Finance, April 28. On the evening of the 27th, Zhonggong Education Technology Co., Ltd. (Zhonggong Education, 002607) issued an announcement that the company and relevant parties received the "Administrative Penalty Decision" issued by the Anhui Supervision Bureau of the China Securities Regulatory Commission.

Anhui Securities Regulatory Bureau decided to order Zhonggong Education Technology Co., Ltd. to make corrections, give a warning, and impose a fine of 4 million yuan; five executives were fined 500,000 to 2 million yuan respectively.

　　After investigation, Zhonggong Education has the following illegal facts:

　　1. Zhonggong Education and 5 companies including Shaanxi Guancheng constitute related parties

　　1. Shaanxi Guancheng Industry Co., Ltd.

　　In June 2019, Shi Lei, the then director of Zhonggong Education, arranged for others to acquire all the shares of Shaanxi Guancheng Industry Co., Ltd. (hereinafter referred to as Shaanxi Guancheng), and the acquisition funds came from Li Yongxin, chairman of Zhonggong Education, and the legal representative and then general manager of Zhonggong Education. , Director Wang Zhendong, the bank accounts of the above-mentioned personnel are all kept and transferred by Wang, an employee of the Finance Department of Zhonggong Education.

After the acquisition was completed, Shi Lei arranged for the employees of Zhonggong Education to be responsible for the safekeeping and operation of the U shield of the Shaanxi Guancheng Bank account and the reimbursement of daily expenses.

　　2. Beijing Chuangsheng Building Decoration Engineering Co., Ltd.

　　In July 2018, Shi Lei's friend Zhao obtained all the shares of Beijing Chuangsheng Building Decoration Engineering Co., Ltd. (hereinafter referred to as Beijing Chuangsheng) through equity acquisition.

After the acquisition was completed, Shi Lei arranged to provide Beijing Chuangsheng's daily operating funds, and arranged for Wang and others to keep and operate the Huaxia Bank account U Shield under Zhao's name, Beijing Chuangsheng Huaxia Bank account U Shield, as well as Beijing Chuangsheng's personnel salary accounting, release etc.

In addition, Beijing Chuangsheng's main business comes from contracting the decoration and decoration projects of Zhonggong Education's branches in various parts of the country.

　　3. Shanghai Beiding Network Technology Co., Ltd., Ji'an Jingkai District Lixiangxue Financial Information Service Co., Ltd.

　　In July 2019, Shi Lei arranged for others to establish Shanghai Beiding Network Technology Co., Ltd. (hereinafter referred to as Shanghai Beiding), and Shanghai Beiding established a subsidiary, Ji'an Jingkai District Lixiangxue Financial Information Service Co., Ltd. (hereinafter referred to as Ji'an Lixiangxue) Provide student financial loan services for Zhonggong Education.

The funds for the establishment of the two companies all came from Li Yongxin, and Shi Lei arranged for Wang to operate the transfer matters, and Shi Lei arranged for Wang and others to be responsible for the daily operation, financial and personnel management of the two companies.

　　4. Liaoning Hanhui Industrial Co., Ltd.

　　In June 2019, Shi Lei arranged for others to establish Liaoning Hanhui Industrial Co., Ltd. (hereinafter referred to as Liaoning Hanhui), and started the project construction.

The start-up funds for Liaoning Hanhui's land use rights purchase and other projects were arranged and provided by Shi Lei, and the source of funds was Li Yongxin and others.

　　The above five companies are actually directly controlled by Shi Lei. As a natural person associated with listed companies, according to the provisions of Article 71, item 3 of the Administrative Measures for Information Disclosure of Listed Companies (Order No. 40 of the China Securities Regulatory Commission), Shaanxi Guancheng, Beijing Chuangsheng, Shanghai Beiding, Ji'an Lixiangxue and Liaoning Hanhui are affiliated legal persons of Zhonggong Education, a listed company.

　　2. The report disclosed by the company contains false records and major omissions

　　On February 26, 2020, Zhonggong Education issued an interim announcement "Announcement on the Acquisition of Shaanxi Guancheng Jiuding International Building 1" (hereinafter referred to as the "Announcement"), disclosing that the company's board of directors agreed to use its own funds of 383,060,000 yuan to purchase Shaanxi Guancheng Holding. Some Guancheng Jiuding International Building 1 assets, and said that this transaction does not constitute a connected transaction.

The relevant situation is inconsistent with the actual situation, and there are false records.

　　From 2019 to 2020, two subsidiaries of Zhonggong Education, Beijing Zhonggong Education Technology Co., Ltd. (hereinafter referred to as Beijing Zhonggong), Liaoning Zhongcheng Land Development Co., Ltd. (hereinafter referred to as Zhongcheng Land), and Beijing Chuangsheng signed a total of 7 decorations for campuses in various places For the renovation project contract, the total contract price is 403,747,000 yuan, of which the total contract price in 2019 is 161,747,000 yuan, and the total contract price in 2020 is 242,000,000 yuan.

　　In July 2019 and February 2020, Beijing Zhonggong successively signed agreements with Shanghai Beiding and Ji'an Lixiangxue, stipulating that Shanghai Beiding and Ji'an Lixiangxue would provide education consumption loans for Zhonggong Education students. Beijing Zhonggong received the education. After taking out the loan, pay service fees to Shanghai Beiding and Ji'anlixiangxue.

Among them, Beijing Zhongtong paid a total of 34,588,000 yuan in service fees in 2019, and a total of 211,000,000 yuan in service fees in 2020.

　　In January 2020, the General Manager's Office of Zhonggong Education passed the "Proposal on the Cooperation between Wholly-owned Subsidiaries and Liaoning Hanhui Industrial Co., Ltd. to develop the Zhonggong Future Learning City Project", and decided that Beijing Zhonggong and Liaoning Hanhui would jointly develop the Liaoning Future Learning City For the project, Beijing Zhonggong invested 200 million yuan in construction funds.

After Beijing Zhonggong signed an agreement with Liaoning Hanhui, on January 17, 2020, it transferred 200,000,000 yuan of construction funds to Liaoning Hanhui.

　　In summary, the related party transactions between Zhonggong Education and its subsidiaries Beijing Zhonggong, Zhongcheng Land and related parties Shaanxi Guancheng, Beijing Chuangsheng, Shanghai Beiding, Ji'an Lixiangxue and Liaoning Hanhui involved a total amount of RMB 1,232,395,000, of which 2019 In 2020 and 2020, they were 196,335,000 yuan and 1,036,060,000 yuan respectively, accounting for 6.65% and 30.19% of the latest audited net assets of Zhonggong Education.

　　According to Article 51 of "Compiling Rules for Information Disclosure by Companies Offering Securities to the Public No. 15 - General Provisions on Financial Reports" (CSRC Announcement [2014] No. 54), "Content and Format of Information Disclosure by Companies Offering Securities to the Public" Standard No. 3 - Contents and Formats of Semi-annual Reports (CSRC Announcement [2017] No. 18) Article 38 and "Standards for the Contents and Formats of Information Disclosure by Companies Offering Securities to the Public No. 2 - Contents of Annual Reports According to Article 40 of the Announcement of the China Securities Regulatory Commission (CSRC Announcement [2017] No. 17), Zhonggong Education shall truthfully disclose in its 2019 annual report, 2020 semi-annual report and 2020 annual report its relationship with Shaanxi Guancheng, Beijing The related relationship and related transactions between Chuangsheng, Shanghai Beiding, Ji'an Lixiangxue and Liaoning Hanhui, but Zhonggong Education failed to disclose the above situation as required, and there were major omissions.

　　The above facts are proved by evidence such as relevant personnel's inquiry records, bank records, relevant contracts, announcements of listed companies and periodic reports, which are sufficient to confirm.

　　The above-mentioned behavior of Zhonggong Education violated the provisions of Article 63 of the Securities Law of the People's Republic of China and the second paragraph of Article 78 of the Securities Law, which were revised in 2005, and constituted Article 197 of the Securities Law. The false records and major omissions mentioned in the second paragraph of the article.

　　Director Shi Lei controls five related legal persons including Shaanxi Guancheng, and specifically plans and arranges related transactions between the five companies and Zhonggong Education.

Chairman Li Yongxin authorized Shi Lei to be responsible for the investment and financing of Zhonggong Education, and to provide financial support for Shi Lei to carry out all related transactions. He knew that Zhonggong Education and Shaanxi Guancheng have a related relationship, but the board of directors did not propose the transaction as a related transaction during the review of the transaction. .

Director, general manager and legal representative Wang Zhendong is fully responsible for the daily operation of the company, provides financial support for Shi Lei to carry out related transactions, and tacitly allows Shi Lei to use the personnel and financial personnel of Zhonggong Education to provide convenience for relevant related parties.

As the chief financial officer, Luo Xue is in charge of the financial department, and knows that the financial personnel of the management department provide convenience for Shi Lei to engage in related transactions.

Gui Hongzhi, the secretary of the board of directors, is responsible for organizing and coordinating the company's information disclosure affairs, and he failed to perform his duties with due diligence when participating in the review of some related party transactions.

Shi Lei, Li Yongxin, and Wang Zhendong are directly responsible for the illegal information disclosure of Zhonggong Education, while Luo Xue and Gui Hongzhi are other directly responsible personnel.

　　Based on the facts, nature, circumstances and the degree of social harm of the parties’ illegal acts, and in accordance with the provisions of Paragraph 2 of Article 197 of the Securities Law, the Anhui Securities Regulatory Bureau has decided:

　　1. The Zhonggong Education Technology Co., Ltd. was ordered to make corrections, given a warning, and imposed a fine of 4 million yuan;

　　2. Give a warning to Li Yongxin and Shi Lei, and impose a fine of 2 million yuan respectively;

　　3. Give a warning to Wang Zhendong and impose a fine of 1 million yuan;

　　4. Give a warning to Gui Hongzhi and Luo Xue, and impose a fine of 500,000 yuan respectively.

　　If the party concerned is not satisfied with this penalty decision, he or she may apply to the China Securities Regulatory Commission for administrative reconsideration within 60 days from the date of receipt of this penalty decision, or directly to the competent authority within 6 months from the date of receipt of this penalty decision. The people's court with the right to file an administrative lawsuit.

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

(Finish)