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富煌钢构控股股东掏空上市公司计划落空?高溢价收购标的被监管发现财务造假

Core Viewpoint - The controlling shareholder of Fuhuang Steel Structure is suspected of hollowing out the listed company through repeated asset transfers, resulting in an over 8-fold increase in valuation of the acquired assets, while the company is under financial pressure and still opts for a cash acquisition plan. Additionally, the high-priced acquisition target has been confirmed to have financial fraud [1]. Group 1: Acquisition and Financial Issues - Fuhuang Steel Structure announced on November 7, 2025, that it received an administrative penalty notice from the Anhui Securities Regulatory Bureau for information disclosure violations related to the acquisition of 100% equity of Zhongke Shijie [2][3]. - The acquisition target, Zhongke Shijie, has been found to have financial fraud and issues with shareholding representation [3]. - Zhongke Shijie's 2024 financial report prematurely recognized revenue, leading to inflated financial statements, with a total inflated revenue of 25,187,358.84 yuan, accounting for 11.36% of Zhongke Shijie's 2024 revenue [4][5]. Group 2: Related Party Transactions and Shareholding Issues - Zhongke Shijie concealed related party transactions with six companies, totaling 12,298,427.05 yuan in 2023 and 7,047,710.77 yuan in 2024, which were not disclosed in the acquisition report [6][7]. - The acquisition report failed to disclose shareholding representation issues, where the general manager held 2% of shares, with the remaining shares held on behalf of other business personnel [8]. Group 3: Valuation and Financial Condition - The acquisition involved a high premium, with the assessed value of Zhongke Shijie reaching 1.14 billion yuan, representing a 191.22% increase from its book value [9][10]. - Fuhuang Steel Structure's debt has been increasing, with interest-bearing liabilities rising from 2.148 billion yuan in 2020 to 3.687 billion yuan in 2024, while the company has a significant cash shortfall [11][12].