香港联合交易所有限公司
(香港交易及结算所有限公司全资附属公司)
THE STOCK EXCHANGE OF HONG KONG LIMITED
(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)
The Stock Exchange of Hong Kong Limited
IMPOSES:
A DIRECTOR UNSUITABILITY STATEMENT and CENSURE against:
1. Mr Yuan Wei, former chief executive officer and executive director of China E-Information Technology Group Limited (Company);
2. Ms Zhang Jianxin, former executive director;
3. Mr Zheng Zhijing, former executive director;
4. Ms Lin Yan, former executive director;
5. Ms Lu Xiaowei, former independent non-executive director;
6. Ms Yang Qingchun, former independent non-executive director; and
7. Mr Tang Jiuda, former independent non-executive director; and
A PREJUDICE TO INVESTORS’ INTERESTS STATEMENT and CENSURE against:
8. Ms Wong Hiu Pui, former executive director.
The Director Unsuitability Statement is a statement that, in the Exchange’s opinion, Mr Yuan, Ms Zhang, Mr Zheng, Ms Lin, Ms Lu, Ms Yang and Mr Tang are unsuitable to occupy a position as director or within senior management of the Company or any of its subsidiaries.
The Prejudice to Investors’ Interests Statement is a statement that, in the Exchange’s opinion, had Ms Wong remained on the board of directors of the Company, the retention of office by her would have been prejudicial to the interests of investors.
Between March 2018 and March 2019, the directors caused the Company (as creditor) to enter into a series of transactions of approximately $97 million in total and subsequently extended the relevant obligors’ repayments up to eight times.
The outstanding sums of the transactions accounted for about 66% of the Company’s total assets as of the trading suspension date of the Company. These transactions were entered into without sufficient due diligence and risk assessments, and were also extended without any legitimate reasons. The Company’s finance department warned against the relevant transactions on multiple occasions, but the directors proceeded regardless.
The directors failed to discharge their directors’ duties in the transactions.
The directors (other than Ms Wong Hiu Pui) did not respond to the Listing Division’s investigation and reminder letters at all. They failed to cooperate in the investigation.
Key messages:
Directors must exercise skill, care and diligence when entering into transactions. This should include careful consideration of the risks, particularly when the risks are evidently high.
Failure to cooperate in the Exchange’s investigation is a serious breach of the Listing Rules.
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