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公司控制权之争
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罢免案被否!688373,将迎“久违”实控人
Core Viewpoint - The control dispute over Mengke Pharmaceutical has been resolved with the approval of a capital increase plan, allowing Hai Jing Pharmaceutical to become the controlling shareholder, ending the company's three-year period without a controlling entity [1][2]. Group 1: Capital Increase Plan - On October 9, Mengke Pharmaceutical held its second extraordinary general meeting of shareholders in 2025, where the approximately 1.033 billion yuan capital increase plan was approved with a high voting rate [2][6]. - Key proposals, including the issuance plan and the introduction of strategic investors, received over 81% approval, with the proposal for issuing shares to specific targets achieving a 81.73% approval rate [2][4]. Group 2: Shareholder Dynamics - The proposal to dismiss the chairman and three directors put forth by the largest shareholder, Genie Pharma, was rejected, with nearly 80% voting against it [4][6]. - The meeting saw a high participation rate, with 438 shareholders and proxies representing 60.41% of the total shares [6]. Group 3: Company Financials and Future Prospects - Mengke Pharmaceutical has been in a state of loss, with cumulative losses exceeding 1.3 billion yuan from 2021 to 2024, although revenue increased by 10.26% in the first half of 2025 [7]. - The introduction of Hai Jing Pharmaceutical is expected to provide financial support and enhance the company's development capabilities, particularly in commercializing its core product, Kangti Zuoan tablets [12]. Group 4: Hai Jing Pharmaceutical Overview - Hai Jing Pharmaceutical is a research-driven modern pharmaceutical company, with steady revenue growth from 486 million yuan in 2022 to 648 million yuan in 2024, and a net profit of 104 million yuan in 2024 [8][9]. - The strategic partnership aims to leverage Hai Jing's established sales network and production capabilities to enhance Mengke's market penetration and production efficiency [12].
中国式重要企业控制权之争最终起决定性作用的,都不大可能是资本与市场的力量
Sou Hu Cai Jing· 2025-10-06 07:30
Group 1 - The investigation of core executives from a well-known mixed-ownership enterprise in Hangzhou has attracted significant attention from various sectors [3] - Control disputes in important Chinese enterprises are primarily determined by factors beyond capital and market forces, focusing instead on the resources and strategies employed by the parties involved [3] - The essence of control disputes is a comprehensive game of resources, strategies, and the resulting distribution of interests among the parties [3] Group 2 - The current era is characterized as a time of great transformation and profound change, with historical business battles often revealing clear trends even before their outcomes are finalized [4] - Company governance is viewed as a microstructure of national governance, emphasizing the importance of actively participating in the protection of rights [4] - The concept of "legal intelligence" is introduced as a critical dimension of life, alongside emotional and financial intelligence, highlighting the integration of civic legal awareness and self-regulation [6]
梦洁股份三年控制权博弈落幕,姜天武重获表决权却遇新局
Xi Niu Cai Jing· 2025-09-22 07:39
Core Viewpoint - The control dispute of Mengjie Co., Ltd. has reached a significant turning point as founder Jiang Tianwu regains voting rights and becomes the largest shareholder, yet the company enters a state of having no actual controller, indicating ongoing internal conflicts despite the change in shareholding structure [2][3]. Group 1: Control Change - The control change stems from a debt crisis in 2022, where Jiang Tianwu and other shareholders transferred a total of 77 million shares to Jin Sen New Energy, while Jiang Tianwu relinquished voting rights for 13.36% of his shares for three years [3]. - Following the termination of the voting rights delegation agreement, Jin Sen New Energy's voting rights share dropped to 10.30%, losing its status as the largest shareholder, while Jiang Tianwu and his concerted parties hold a total of 13.53% of shares, becoming the new largest shareholder [3]. - The company is now in a state of having no controlling shareholder or actual controller due to the dispersed shareholding [3]. Group 2: Governance Issues - Jin Sen New Energy, which entered as a "white knight" in 2022, has been a focal point of controversy in Mengjie Co., Ltd.'s governance, with its recommended director voting against or abstaining from multiple proposals, raising concerns about the company's financial data disclosure and lack of control over key operations [3]. - Jin Sen New Energy is facing its own challenges, including a warning letter from the Hunan Securities Regulatory Bureau and a judicial freeze on its 77 million shares, preventing it from exercising voting rights until rectification is completed [3]. Group 3: Shareholding Dynamics - The entry of Wu Shichun, a prominent figure in the venture capital circle, adds complexity to the shareholding structure, as Wu's company Qingyun Data Science is set to acquire 10.65% of shares from Jiang Tianwu's ex-wife, potentially leading to a "tripartite" shareholding structure among Jiang Tianwu (13.52%), Qingyun Data Science (10.65%), and Jin Sen New Energy (10.30%) [4]. - This new shareholding dynamic suggests that no single party can dominate the company, leaving the control dispute unresolved [4]. Group 4: Financial Performance - Mengjie Co., Ltd. reported a revenue of 734 million yuan in the first half of 2025, a year-on-year decrease of 14.83%, while the net profit attributable to shareholders increased by 26.27% to 25.415 million yuan, and the net profit after deducting non-recurring gains and losses rose by 53.46% to 23.9754 million yuan [4].