固德电材IPO：朱国来表决权超六成，年内被出具警示函

Core Viewpoint - Gude Electric Materials System (Suzhou) Co., Ltd. has successfully passed the listing review on the ChiNext board, focusing on the research, production, and sales of thermal runaway protection components for new energy vehicle power batteries and high-performance insulation solutions for electrical engineering [1] Group 1: Company Overview - Gude Electric Materials was established in April 2008, originally as Gude Limited, with shareholders holding 60% and 40% respectively [1] - The company underwent a shareholding reform in December 2011, with major shareholders including Zhu Guolai (64.4%), Zhu Haofeng (16.56%), and Suzhou Guohao (11.04%) [1] - Zhu Guolai, the controlling shareholder, holds a direct stake of 46.76% and controls a total of 60.55% of the voting rights through various entities [1] Group 2: Management Background - Zhu Guolai, born in 1979, has held various positions in the company since its inception and has been the chairman and general manager since November 2011 [4] - In June 2023, Zhu Guolai received an administrative warning from the Jiangsu Regulatory Bureau for failing to disclose certain shareholding arrangements, leading to inaccuracies in financial reports [4] Group 3: Recent Transactions - In September 2023, Gude Electric acquired a 45% stake in Suzhou Panyue Intelligent Precision Machinery Co., Ltd. for 12.6 million yuan, making it a wholly-owned subsidiary [4] - The financial performance of Suzhou Panyue from 2022 to 2024 showed revenues of 22.74 million yuan, 40.32 million yuan, and 0 yuan, with net losses of 55,600 yuan, 3,500 yuan, and 577,700 yuan respectively [4] - Gude Electric also engaged in multiple share transfers, including a 0 yuan acquisition of a 7.5% stake in Guri De in July 2022, and a subsequent reduction of its stake to 55% in March 2023 [5] Group 4: Financial Performance of Subsidiaries - Guri De's revenues from 2022 to 2024 were 0 yuan, 18.91 million yuan, and 19.66 million yuan, with net losses of 2.20 million yuan, 1.05 million yuan, and 1.29 million yuan respectively [5] - Gude Deyang's financial results showed revenues of 5.43 million yuan, 17.88 million yuan, and 12.07 million yuan, with net losses of 328,200 yuan, 49,830 yuan, and 67,980 yuan from 2022 to 2024 [5] Group 5: Regulatory Scrutiny - The Shenzhen Stock Exchange has raised concerns regarding the recent asset transactions, requesting explanations about the backgrounds of the counterparties and their relationships with the company [6] - The management stated that the transaction with Xu Ming was aimed at enhancing long-term incentives for management, while other counterparties had no affiliations with the company [6] - The financial struggles of the subsidiaries raise questions about the company's investment direction and management effectiveness [6]