公开喊话“夺权”！北京汇源管理层直指大股东出资不足却掌握控制权

Core Viewpoint - A capital struggle is intensifying around Beijing Huiyuan Beverage and Food Group Co., Ltd, with management accusing the major shareholder, Zhuji Wenshenghui, of failing to fulfill an investment commitment of 850 million yuan for over a year, while still maintaining control over the company [3][5][10]. Group 1: Management's Actions and Proposals - Beijing Huiyuan's management has issued an open letter urging other shareholders to reclaim operational control from Zhuji Wenshenghui, which holds a nominal 60% stake but has only contributed 22.8% of the registered capital [5][10]. - The management has initiated legal action against Zhuji Wenshenghui for the unpaid capital and proposed two measures: confirming the unpaid capital through a shareholder resolution and limiting Zhuji Wenshenghui's rights related to profit distribution and voting [6][10]. - The management's call to action reflects a significant internal conflict, as they seek to address the imbalance between control and actual capital contribution [13][14]. Group 2: Financial Background and Implications - The conflict traces back to a restructuring plan approved in June 2022, where Zhuji Wenshenghui was supposed to invest 1.6 billion yuan over three years, but has failed to deliver the remaining 850 million yuan, which is now overdue by over a year [9][10]. - As of 2023, Zhuji Wenshenghui had only contributed approximately 640 million yuan, while the total unpaid amount, including interest, is around 647 million yuan [9][10]. - The management's concerns are compounded by the fact that the capital reserve, which is over 6.89 billion yuan, includes uncertain portions that could complicate the proposed use of capital reserves to cover losses [15][16]. Group 3: Impact on Other Shareholders - The ongoing disputes have adversely affected other shareholders, particularly Guozhong Water, which had previously benefited from its investment in Beijing Huiyuan but is now facing declining returns [3][18]. - Guozhong Water's investment of 930 million yuan for a 36.49% stake in Zhuji Wenshenghui has led to significant scrutiny, as its returns have been impacted by the ongoing capital disputes [19][20]. - The uncertainty surrounding Zhuji Wenshenghui's control and the implications for profit distribution have raised concerns among minority shareholders regarding the fairness of their investment returns compared to Zhuji Wenshenghui's nominal stake [20].