“隐藏”股权转让业绩补偿事项，思美传媒两任大股东及当事人合计被罚500万元

Core Viewpoint - The article discusses the penalties imposed on Simi Media (002712.SZ) due to undisclosed agreements between its former and current major shareholders during a change of control, leading to delayed information disclosure and significant financial discrepancies [1][2][3]. Group 1: Penalties and Agreements - Simi Media's former controlling shareholder Zhu Mingqiu and the current major shareholder Sichuan Lvtou were penalized for failing to disclose multiple agreements related to a share transfer, resulting in fines of 2.5 million and 2 million yuan respectively [1][2]. - The agreements in question included a "Share Transfer Agreement," "Acquisition Memorandum," and "Voting Rights Entrustment Agreement," with specific focus on the "Acquisition Memorandum" and its supplementary agreement signed in October 2019 and October 2020 [1][2]. Group 2: Financial Performance and Obligations - Zhu Mingqiu had promised a net profit of no less than 250 million yuan for 2019, but the actual profit was only 46.43 million yuan, leading to a performance compensation obligation of 358 million yuan [2][3]. - The performance compensation included an initial payment of approximately 107 million yuan to Sichuan Lvtou, with the remaining amount to be paid within three years [2]. Group 3: Company Performance and Market Reaction - Following the share transfer, Simi Media's financial performance deteriorated, reporting a net profit of only 46.43 million yuan in 2019 and a significant loss of 1.156 billion yuan in 2020 due to goodwill impairment [3]. - The company has faced consecutive losses since 2022, with reported losses of 409 million yuan and 134 million yuan in 2022 and 2023 respectively, and a further loss of 6.2338 million yuan in the first three quarters of 2024 [3]. Group 4: Information Disclosure Issues - Simi Media has faced scrutiny for its information disclosure practices, including a recent incident where it inaccurately claimed to operate Douyin Supermarket, leading to regulatory warnings and investigations [4][5]. - The company was found to have significant internal control deficiencies regarding timely information disclosure, which contributed to the inaccuracies in its communications with investors [5].